UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~September~~March 3031, ~~2011~~2012

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____________ to ____________

Commission file number: 000-50370

DAM HOLDINGS, INC.
PREMIER BEVERAGE GROUP CORP.
(Exact name of small business issuer in its charter)
Nevada		33-1041835
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
P.O. Box 503, Totowa, NJ 07511
501 Madison Avenue, Suite 501, New York, NY 10022
(Address of principal executive offices)
(973) 981-8626
646-820-0630
(Issuer's telephone number)
(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ~~Yes~~ Yes x No o ¨

Large accelerated filer	o		Accelerated filer	o
Non-accelerated filer	o (Do not check if a smaller reporting company)		Smaller reporting company	x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date: 1 61,~~291~~201,~~939~~483 shares outstanding as of ~~September~~March 3031, ~~2011~~2012.

1PREMIER BEVERAGE GROUP CORP.

Table of Contents

DAM HOLDINGS, INC.

INDEX

		Page
PART I	FINANCIAL INFORMATION	3
Item 1.	Financial Statements	3
	Condensed Consolidated Balance Sheets (Unaudited)	3
	Condensed Consolidated Statements of Operations (Unaudited)	4
	Condensed Consolidated Statements of Cash Flows (Unaudited)	5
	Notes to the Condensed Consolidated Financial Statements (Unaudited)	6
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	1311
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	1613
Item 4T.	Controls and Procedures	1613
PART II	OTHER INFORMATION	1615
Item 1.	Legal Proceedings	1615
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	1615
Item 3.	Defaults Upon Senior Securities	1715
Item 4.	Submission of matters to a Vote of Security Holders	1715
Item 5.	Other Information	1715
Item 6.	Exhibits	1716
	Signatures	1716

Table of Contents

PART I – FINANCIAL INFORMATION

Item 1. Consolidated Financial Statements

~~DAM~~PREMIER ~~HOLDINGS,~~BEVERAGE ~~INC.And~~GROUP ~~Subsidiaries~~CORP.

~~Condensed~~and ~~Consolidated Balance Sheets~~Subsidiaries

~~(Unaudited)~~Consolidated Balance Sheets

	September 30,			December 31,
	March 31, 2012
	2011			2010
	(Unaudited)			December 31, 2011
	(Unaudited)			(Audited)
ASSETS
Current Assets:
Current assets:
Cash	$	371,~~856~~647		$	~~124~~21,862
Accounts Receivable		-			-
Accounts receivable, net		36,804			32,424
Prepaid Expenses		295			295
Inventory		28,854			20,571
Inventory (net of valuation reserve of $13,580)		94,552			94,552
Prepaid expenses		2,000			23,297
Total Current Assets		98,703			94,971
Deferred financing costs		1,125			20,605
Equipment		8,339			8,339
Total current assets		140,430			118,759
Less: Accumulated Depreciation		(8,339	)		(7,853	)
Property and equipment, net		1,499			1,644
Total Equipment		-			486
Total assets	$	141,929		$	120,403
Total Assets	$	98,703		$	95,457
LIABILITIES AND STOCKHOLDERS' DEFICIT
LIABILITIES & STOCKHOLDERS' (DEFICIT)
Current liabilities:
Current Liabilities
Accounts payable and accrued expenses	$	279,494		$	218,586
Accounts Payable	$	227,348		$	198,218
Notes payable - current portion		115,897			115,022
Accrued Payroll Taxes Payable		29,980			29,980
Total current liabilities		395,391			333,608
Promissory Notes Payable Officers		203,342			186,083
Long term liabilities:
Promissory Notes Payable		210,280			200,677
Notes payable - long term, net		323,375			238,781
Current Portion of Long Term Notes Payable		65,641			63,014
Total long term liabilities		323,375			238,781
Total Current Liabilities		736,591			677,972
Total liabilities		718,766			572,389
Long Term Notes Payable		-			-
Commitments and contingencies
Total Liabilities		736,591			677,972
Stockholders' deficit:
Stockholders' Deficit
Preferred stock-$0.0001 par value, 900,000 shares authorized, none issued and outstanding as of March 31, 2012 and December 31, 2011		-			-
Preferred Stock - $0.0001 par value, 338,000 shares
Series A Preferred stock-$5 stated value, 660,000 shares authorized, 60,000 shares issued and outstanding as of March 31, 2012 and December 31, 2011		300,000			300,000
authorized no shares issued and outstanding		-			-
Series B Preferred stock-$500 stated value, 2,000 shares issued and outstanding as of March 31, 2012 and December 31, 2011		15,000			15,000
Series A Preferred Stock - $5 stated value, 660,000 shares
Common stock-0.00015 par value, 99,000,000 shares authorized, 61,201,483 shares issued and outstanding as of March 31, 2012 and December 31, 2011		9,180			9,180
authorized 60,000 shares issued and outstanding		300,000			300,000
Additional paid in capital		108,987			59,987
Series B Preferred Stock - $500 stated value, 2,000 shares
Accumulated deficit		(1,010,004	)		(836,153	)
authorized 30 shares issued and outstanding		15,000			15,000
Total stockholders' deficit		(576,837	)		(451,986	)
Common Stock - $.00015 par value, 99,000,000 shares
Total liabilities and stockholders' deficit	$	141,929		$	120,403
authorized, 1,291,939 shares issued and outstanding		194			194
Additional Paid-In Capital		2,101,322			1,969,078
Accumulated Deficit		(3,054,404	)		(2,866,787	)
Total Stockholders' Deficit		(637,888	)		(582,515	)
Total Liabilities and Stockholders' Deficit	$	98,703		$	95,457

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements

~~Table~~PREMIER ofBEVERAGE ~~Contents~~GROUP CORP.

~~DAM~~and ~~HOLDINGS, INC.~~Subsidiaries

~~And~~Condensed ~~Subsidiaries~~Consolidated Statements of Operations

~~Condensed Consolidated Statements of Operations~~(Unaudited)

(Unaudited)

	Three Months Ended March 31,
	2012			2011
Revenue:
Sales, net	$	17,215		$	26,900
Cost of goods sold		9,087			7,452
Gross profit		8,128			19,448

Operating expenses:
Selling, general and administrative		112,885			20,541
Depreciation expense		145			-
Total operating expenses		113,030			20,541

Net loss from operations		(104,902	)		(1,093	)

Other (expense)
Interest		(68,949	)		(4,550	)
Total other (expense)		(68,949	)		(4,550	)

Net loss before provision for income taxes		(173,851	)		(5,643	)

Provision for income taxes (benefit)		-			-

Net loss	$	(173,851	)	$	(5,643	)

Net loss per common share, basic	$	(0.00	)	$	(0.00	)

Weighted average number of common shares, basic		61,201,483			50,000,000

Weighted average number of common shares, diluted		63,183,096			50,000,000

	For the Three Month Period						For the Nine Month Period
	Ending September 30,						Ending September 30,
	2011			2010			2011			2010
	(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)
Revenues	$	22,374		$	-		$	22,374		$	3,886
Cost of Goods Sold		-			-			-			1,802
Gross Profit		22,374			-			22,374			2,084
Operating Expenses
General and Administrative		68,141			51,419			159,049			180,976
Depreciation and amortization		-			1,424			486			4,272
Total Operating Expenses		68,141			52,843			159,535			185,248
Other Expenses
Loss on sale of equipment		-			-			-			(3,722	)
Interest expense		(17,244	)		(10,623	)		(50,456	)		(31,112	)
Net (Loss)	$	(63,011	)	$	(63,466	)	$	(187,617	)	$	(217,998	)
Net (Loss) Per Common Share	$	(0.05	)	$	(0.19	)	$	(0.15	)	$	(0.66	)
Weighted average shares outstanding		1,291,939			329,626			1,291,939			329,626

The accompanying notes are an integral part of these unaudited consolidated financial statements

~~The accompanying notes are an integral part of these unaudited consolidated financial statements~~4

4PREMIER BEVERAGE GROUP CORP.

~~Table~~and ~~of Contents~~Subsidiaries

~~DAM~~Condensed ~~HOLDINGS,~~Consolidated ~~INC.~~Statements of Cash Flows

~~And Subsidiaries~~(Unaudited)

Condensed Consolidated Statements of Cash Flows

	Three Months Ended March 31,
	2012			2011
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(173,851	)	$	(5,643	)
Adjustments to net loss to net cash provided by (used in) operating activities:
Depreciation expense		145			-
Amortization of deferred financing costs		19,480			4,550
Beneficial conversion feature in connection with convertible note payable		48,547			-
Changes in operating assets and liabilities:
(Increase) decrease in accounts receivable		(4,380	)		1,153
(Increase) decrease in inventory		(8,283	)		7,452
Decrease in prepaid and other current assets		21,297			1,850
Increase (decrease) in accounts payable and accrued expenses		60,908			(12	)
Net cash (used in) provided by operating activities		(36,137	)		9,350

CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of notes payable		85,922			(11,871	)
Net cash provided by (used in) financing activities		85,922			(11,871	)

Net increase (decrease) in cash		49,785			(2,521	)

Cash, beginning of the period		21,862			2,521

Cash, end of the period	$	71,647		$	-

Supplemental Disclosures of Cash Flow Information:
Cash paid during period for interest	$	-		$	-
Cash paid during period for taxes	$	-		$	-

~~(Unaudited)~~The accompanying notes are an integral part of these unaudited consolidated financial statements

	For the Nine Month Period
	Ending September 30,
	2011			2010
	(Unaudited)			(Unaudited)
Cash Flows from Operating Activities
Net (Loss)	$	(187,617	)	$	(217,998	)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation & amortization		486			4,272
Services contributed to capital		120,460			-
Interest contributed to capital		11,783			-
Loss on sale of assets		-			3,722
Changes in assets and liabilities:
Prepaid expenses		-			6,000
Inventory		-			(1,814	)
Accounts payable		29,130			72,308
Accrued payroll and payroll taxes		-			91,414
Notes payable		29,490			36,464
Net Cash Provided by (Used in) Operating Activities		3,732			(5,632	)
Cash Flows Used in Investing Activities:
Proceeds from sale of assets		-			5,060
Cash Flows Used in Investing Activities		-			5,060
Cash Flows From Financing Activities:
Increase in notes payable		-			-
Net Cash From Financing Activities		-			-
Net (Decrease) Increase in Cash	$	3,732		$	(572	)
Cash at Beginning of Period		124			696
Cash at End of Period	$	3,856		$	124
	Nine Months Ended September 30,
		2011			2010
Supplemental disclosure of cash flow information:
Cash paid for:
Interest	$	-		$	2,500
Taxes	$	-		$	-
Supplemental Schedule of Non-cash Investing and Financing Activities;
Compensation contributed to capital	$	120,460		$	-
Interest contributed to capital	$	11,783		$	-
Increase in notes payable	$	29,490		$	36,464

~~The~~Notes ~~accompanying~~to ~~notes~~the ~~are~~Unaudited anCondensed ~~integral~~Consolidated Financial ~~part of these unaudited consolidated financial statements~~Statements

5For the Three Months Ended March 31, 2012

~~Table~~NOTE of1 ~~Contents~~– UNAUDITED FINANCIAL INFORMATION

~~Notes~~The unaudited financial information included for the three month interim periods ended March 31, 2012 and 2011 were taken from the books and records and are unaudited. However, such information reflects all adjustments (consisting only of normal recurring adjustments), which are in the opinion of management, necessary to reflect properly the ~~Condensed~~results ~~Consolidated~~of ~~Financial~~operations ~~Statements~~for the interim periods presented. The results of operations for the three month period ended March 31, 2012 are not necessarily indicative of the results expected for the fiscal year ending December 31, 2012.

~~For~~NOTE ~~the~~2 ~~Nine~~– ~~Months~~FINANCIAL ~~Ended~~STATEMENTS ~~September~~AND ~~30,~~BASIS ~~2011~~OF PRESENTATION

Management has elected to omit substantially all footnotes relating to the condensed consolidated financial statements of the Premier Beverage Group Corp. (~~Unaudited~~the “Company”) included in this report. For a complete set of footnotes, reference is made to the Company’s Current Report on Form 10-K for the year ending December 31, 2011 as filed with the Securities and Exchange Commission and the audited financial statements included therein.

~~NOTE~~The 1accompanying –unaudited ~~UNAUDITED~~financial ~~FINANCIAL~~statements include ~~INFORMATION~~the accounts of the Company and the accounts of its wholly owned subsidiary OSO Beverages Corp. (and its subsidiary Fury Distribution LLC) for all periods presented.

~~The~~NOTE ~~unaudited~~3 ~~financial~~– ~~information~~GOING included for the nine month interim periods ended September 30, 2011 and 2010 were taken from the books and records without audit. However, such information reflects all adjustments (consisting only of normal recurring adjustments), which are of the opinion of management, necessary to reflect properly the results of operations for the interim period presented. The results of operations for the nine month period ended September 30, 2011 are not necessarily indicative of the results expected for the fiscal year ending December 31, 2011.CONCERN

~~NOTE~~The 2accompanying –financial ~~FINANCIAL~~statements ~~STATEMENTS~~have been ~~AND~~prepared ~~BASIS~~on OFa ~~PRESENTATION~~going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As shown in the accompanying financial statements, the Company incurred a net loss of $173,851 for the three months ended March 31, 2012, and as of March 31, 2012 the Company has an accumulated deficit of $1,010,004 and a net working capital deficit (total current liabilities exceeded total current assets) of $254,961. These factors among others raise substantial doubt about the Company’s ability to continue as a going concern.

~~Management~~ The Company has ~~elected~~undertaken tofurther ~~omit~~steps ~~substantially~~as ~~all~~part ~~footnotes~~of ~~relating~~a plan to ~~the~~improve ~~condensed~~operations ~~consolidated~~with ~~financial~~the ~~statements~~goal of sustaining its operations for the ~~Company~~next ~~included~~twelve inmonths ~~this~~and ~~report. For~~beyond ato ~~complete~~address ~~set~~its lack of ~~footnotes,~~liquidity ~~reference~~by israising ~~made~~additional tofunds, ~~the~~either ~~Company's~~in ~~Current~~the ~~Report~~form onof ~~Form~~debt ~~10-K~~or ~~for~~equity or ~~the~~some ~~year~~combination ~~ending~~thereof. ~~December 31~~However, ~~2010~~there ascan ~~filed~~be ~~with~~no assurance that the ~~Securities~~Company can successfully accomplish these steps and ~~Exchange~~or business ~~Commission~~plans, and it is uncertain that the ~~audited~~Company ~~financial~~will ~~statements~~achieve ~~included~~a ~~therein~~profitable level of operations and be able to obtain additional financing.

The ~~accompanying~~Company’s ~~unaudited~~continued ~~financial~~existence is ~~statements~~dependent ~~include~~upon management’s ability to develop profitable operations and resolve its liquidity problems. Further losses are anticipated in the ~~accounts~~development of the Company’s business, and there can be no assurance that the ~~accounts~~Company will be able to achieve or maintain profitability. The continuing operations of ~~its~~the ~~wholly~~Company ~~owned~~and ~~subsidiary~~the ~~Delaware~~recoverability ~~American~~of ~~Motors~~the carrying value of the assets is dependent upon the ability of the Company to obtain necessary financing to fund its working capital requirements, and ~~Inc~~upon future profitable operations. ~~(“DAM”)~~The accompanying financial statements do not include any adjustments relating to the recoverability and ~~its~~classification ~~wholly~~of ~~owned~~asset ~~subsidiary~~carrying ~~Delaware~~amounts ~~American~~or ~~Motors~~the ~~LLC~~amount ~~(“DAMLLC”)~~and ~~for~~classification ~~all~~of ~~periods~~liabilities ~~presented~~that might result should the Company be unable to continue as a going concern.

~~NOTE~~There 3can –be ~~GOING~~no ~~CONCERN~~assurance that any additional financings will be available to the Company on satisfactory terms and conditions, if at all. In the event that the Company is unable to continue as a going concern, it may elect or be required to seek protection from its creditors by filing a voluntary petition in bankruptcy or may be subject to an involuntary petition in bankruptcy.

The accompanying financial statements contemplate continuation of the Company as a going concern. The Company incurred a net loss of $187,617 and $260,535 for the nine months ended September 30, 2011 and the year ended December 31, 2010, respectively, and as of September 30, 2011 the Company has an accumulated deficit of approximately $3,050,000 and a net working capital deficit of $637,888.6

~~Further~~NOTE ~~losses~~4 ~~are~~– anticipated in the development of the Company’s business and there can be no assurance that the Company will be able to achieve or maintain profitability. The continuing operations of the Company and the recoverability of the carrying value of the assets is dependent upon the ability of the Company to obtain necessary financing to fund its working capital requirements, and upon future profitable operations. The accompanying financial statements do not include any adjustments relative to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might result from the outcome of this uncertainty.INVENTORY

WeInventory dois ~~not~~stated ~~currently~~at ~~have~~the ~~any~~lower ~~commitments~~of ~~for~~cost or ~~financing~~market. ~~Our~~ ~~present~~Cost ~~operations~~is ~~depend~~determined ~~upon~~using the ~~continued~~first-in, ~~support~~first-out ofmethod ~~our~~(“FIFO”). ~~shareholders~~Inventory ~~and~~is ~~executive~~stated ~~officers,~~at cost and ~~our~~reserves are ~~continuation~~recorded asto astate ~~going~~the ~~concern~~inventory isat ~~dependent~~net ~~upon~~realizable ~~continued~~value. ~~financial~~Inventory ~~support~~at ~~from~~March ~~these~~31, ~~parties~~2012 was $28,854 as compared to $20,571 as of December 31, 2011.

~~There~~NOTE ~~can~~5 be– ~~no assurance that capital will be available as necessary to meet our working capital requirements or~~PROPERTY, ifPLANT ~~the~~AND capital is available, that it will be on reasonable terms acceptable us. The issuances of additional equity securities by the Company may result in dilution in the equity interests of our current stockholders. Obtaining commercial loans, assuming those loans would be available, will increase our liabilities and future cash commitments. If we are unable to obtain financing in the amounts and on terms deemed acceptable, the business and future success may be adversely affected. Management intends to finance operating costs over the next twelve months with loans from related parties, commercial loans and/or private placement of capital stock. EQUIPMENT

6Property, plant and equipment at March 31, 2012 consist of the following:

Table of Contents

	March 31, 2012 (Unaudited)			December 31, 2011
Office furniture and equipment	$	1,741			1,741
Less: accumulated depreciation		(242	)		(97	)

	$	1,499			1,644

~~NOTE~~Depreciation 4expense –was ~~INVENTORY~~$145 and $0 for the three months ended March 31, 2012 and 2011, respectively.

~~Inventories~~NOTE ~~are~~6 ~~stated~~– atACCOUNTS ~~the~~PAYABLE ~~lower~~AND ofACCRUED cost or market. Cost is determined using the first-in, first-out method (“FIFO”). Inventory is stated at cost and reserves are recorded to state the inventory at net realizable value. Inventory at September 30, 2011 consists of the following:EXPENSES

	September 30,		December 31,
	2011		2010
Motorcycles	$	83,246	$	83,246
Parts and supplies		22,928		22,928
Less valuation allowance		11,622		11,622
	$	94,552	$	94,552

Accounts Payable and Accrued Expenses

~~NOTE~~The Company had outstanding accounts payable and accrued expenses of $279,494 and $218,586 as of March 31, 2012 and December 31, 2011, respectively. Included in accrued expenses are consulting agreements with three individuals, including Fouad Kallamni, the Company’s President. Each of these agreements expires on September 30, 2012 and, with minor variations, provides for monthly compensation of $10,000, of which $5,000 –is ~~PROPERTY~~deferred. The aggregate amount of deferred compensation under these consulting agreements as of March 31, ~~PLANT~~2012 ~~AND~~is ~~EQUIPMENT~~$101,000.

~~Property,~~NOTE ~~plant~~7 ~~and~~– ~~equipment~~NOTES ~~at September 30, 2011 consist of the following:~~PAYABLE

	September 30,			December 31,
	2011			2010
Machinery, plant and equipment	$	8,339		$	8,339
Accumulated depreciation		(8,339	)		(7,853	)
	$	-		$	486

Notes Payable

~~Depreciation~~At ~~expense~~March ~~was~~31, ~~$486~~2012 and $4December 31,~~272~~ ~~for~~2011 the ~~nine~~Company ~~months~~has ~~ended~~the following ~~September~~notes ~~30, 2011 and 2010, respectively.~~payable:

NOTE 6 – ABANDONMENT OF SUBSIDIARY

	March 31, 2012 (Unaudited)		December 31, 2011		Interest Rate			Maturity Date
Notes Payable - Current Portion

Secured Promissory Note	$	48,500	$	48,500		0	%	5/2/2012
Secured Convertible 10% Promissory Note		6,692		6,567		10	%	5/12/2009
Unsecured Convertible 6% Promissory Notes		60,705		59,955		6	%	8/8/2010 - 9/8/2010
Total Notes Payable - Current Portion	$	115,897	$	115,022

Notes Payable - Long Term
Senior Secured Convertible Promissory Note, net of amortized debt discount of $0 and $48,319 at March 31, 2013 and December 31, 2011, respectively	$	100,000	$	51,681		0	%	12/31/2014	(1)
Unsecured Convertible Promissory Note		202,100		187,100		0	%	4/24/2012
Unsecured Convertible 8% Promissory Notes, net of amortized debt discount of $48,771 at March 31, 2013		21,275		-		8	%	12/31/2013
Total Notes Payable - Long Term	$	323,375	$	238,781

Total Notes Payable	$	439,272	$	353,803

During the first quarter of 2010 the Company ceased support for and abandoned Pukka USA, Inc. and its subsidiary companies (the Pukka Group). The Pukka Group has been inactive since 2008. The abandonment and other adjustments resulted in no net gain or loss.7

~~NOTE~~(1) 7This –debt ~~ACCOUNTS~~was ~~AND~~reclassified ~~NOTES~~from ~~PAYABLE~~current to long-term pursuant to ASC 470-10-45-14. On May 19, 2013, this debt was refinanced through the issuance of long-term convertible notes.

~~Accounts~~In ~~Payable~~March 2012, an additional $15,000 was advanced to the Company under the Note Purchase Agreement with Prestwick Circle Services Corp., which is currently in default. Prestwick has defaulted on its obligation to fund an additional $200,000 under the Note Purchase Agreement.

~~The~~On March 28, 2012, the Company ~~had~~issued ~~outstanding~~$70,000 ~~accounts~~of ~~payable~~its convertible promissory notes (“March 2012 Notes) to four investors. The March 2012 Notes bear interest at the rate of ~~$227~~8% per annum,~~348~~ are due on December 31, 2013 and are convertible into shares of the Company’s common stock at the rate of $~~198~~.05 per share. The March 2012 Notes will be automatically cancelled and new convertible promissory notes issued if,~~218~~ asin connection with a convertible debt financing of ~~September~~the 30Company after March 28, ~~2011~~2012 and before December 31, ~~2010~~2013, ~~respectively~~such subsequent debt financing provides for a conversion price of less than $0. ~~Accounts~~05 ~~payable~~per ~~also~~share ~~include~~of ~~amounts~~Common ~~owed~~Stock. onIn ~~credit~~accordance ~~cards~~with ~~used~~ASC 470-20, ~~for~~the Company recognized an embedded beneficial conversion feature present in the ~~payment~~notes. The Company allocated a portion of ~~goods~~the proceeds equal to the intrinsic value of that feature to additional paid-in capital. The Company recognized and ~~services~~measured an ~~with~~aggregate ~~annual~~of ~~interest~~$49,000 ~~rates~~of ~~from~~the 7proceeds, which is equal to the intrinsic value of the embedded beneficial conversion feature, to additional paid-in capital and a discount against the notes.~~99%~~ The debt discount attributed to 24the beneficial conversion feature is amortized over the notes’ maturity period as interest expense.~~00%~~ The Company recognized $229 of the debt discount as interest in the period, and recognized an additional $46 of accrued interest during the period.

7NOTE 8 – MATERIAL SUBSEQUENT EVENTS AND CONTINGENCIES

~~Table~~In preparing the accompanying consolidated financial statements, the Company has reviewed events that have occurred after March 31, 2012, through the date of issuance ~~Contents~~of the financial statements.

~~Accrued~~Default ~~Wages~~on ~~and~~Senior Secured ~~Payroll Taxes~~Indebtedness

~~The~~On ~~Company~~April ~~has~~1, a2012, ~~Key Employee Agreement with its President. The terms of~~ the Company ~~agreement~~defaulted ~~provides~~in ~~that~~ the ~~executive~~payment isof ~~employed~~a onsenior ansecured ~~“at~~promissory ~~will”~~note ~~basis~~in atthe anoriginal ~~annual~~principal ~~rate~~amount of ~~compensation of~~ $96100,000, ~~having~~issued anto ~~initial~~a ~~term~~lender on ofDecember ~~two~~9, ~~years and month to month thereafter~~2011. The ~~agreement~~secured ~~also~~lender ~~provides~~has ~~that~~a ~~any~~first ~~intellectual~~security ~~property~~interest ~~originated~~in byall ~~the executive during his term~~ of the ~~agreement shall be the property of the~~ Company~~. The~~’s ~~accompanying financial statements include an aggregate of $66,459 and $84,236 of executive officer compensation expense for the nine month periods ending September 30, 2011 and 2010 respectively~~assets.

The Company has a promissory note payable to its President for accrued and unpaid wages and advances bearing interest at the rate of 12% per annum and a balance payable at September 30, 2011 of $203,342. The President has contributed all amounts of compensation accrued for the nine months ended September 30, 2011 to shareholders capital.8

~~Notes~~Legal ~~Payable~~Proceedings

AtOn ~~September~~April 309, ~~2011~~2012, the Company ~~has~~was served with a civil action summons and complaint filed in the ~~following~~Superior Court of New Jersey, Passaic County, with respect to the non-payment of certain unsecured promissory notes ~~payable:~~issued by the Company’s predecessor, DAM Holdings, Inc., in the amount of $60,965. The Company did not file an answer to this summons and complaint. The repayment of these notes has been guaranteed in full by a third party in connection with the merger of OSO USA LLC into our wholly-owned subsidiary, OSO Beverages Corp.

Demand promissory notes due officer with interest at 12% per annum	$	203,342
Demand promissory notes due vendors with interest at 12% per annum		209,970
Unsecured convertible promissory notes with interest at 6% per annum and convertible at the rate of $40.00 per share. These notes are past due and are in default.		59,205
Secured convertible promissory note with interest at 10% per annum and convertible at the rate of $0.12 per share. This note is past due and is in default.		6,442
Total	$	472,584
Less current portion		(472,584	)
Long-term debt	$	-

On July 27, 2012, we received notice that a default judgment had been entered against the Company with respect to a civil action summons and complaint filed in the Superior Court of New Jersey, Passaic County, for the non-payment of certain unsecured promissory notes issued by the Company’s predecessor, DAM Holdings, Inc., in the amount of $60,965. The repayment of these notes has been guaranteed in full by a third party in connection with the merger of OSO USA LLC into our wholly-owned subsidiary, OSO Beverages Corp. The Company intends to pursue its remedies against such third party with respect to this judgment.

InNote ~~accordance with Emerging Issues Task Force (“EITF”) No.00-27, “Application of EITF Issue No. 98-5, ‘Accounting for Convertible Securities with Beneficial~~ Conversion Features or Contingently Adjustable Conversion Rates’, to Certain Convertible Instruments.” We determined there to be no value attributable to the beneficial conversion feature of the Convertible Notes in that the effective conversion price of those shares was greater than the FMV price of our common stock.

~~NOTE~~On 8April –23, ~~COMMITMENTS~~2013, ~~AND~~the ~~CONTINGENCIES~~Company exercised its right to convert an unsecured convertible promissory note dated October 25, 2011 in the amount of $187,100 to shares of the Company’s Common Stock at the stated conversion price of $0.135 per share. The conversion resulted in the issuance by the Company 1,385,926 restricted shares of its Common Stock to the holder in full cancellation of the note.

~~None.~~Refinancing

8On May 19, 2013, the Company issued a $225,000 Secured Amended and Restated Convertible Debenture to a single lender (“Amended Note”) which amended and restated the Company’s senior secured promissory note issued to another lender on December 9, 2011 in the original principal amount of $100,000 (“2011 Note”). The 2011 Note had been in default since April 1, 2012. Pursuant to a Forbearance Agreement entered into with the new lender, accrued penalties and costs of $150,000 with respect to the 2011 Note were added to the principal of the Amended Note. The Amended Note bears interest at the rate of 20% per annum, is due on December 31, 2014 and is, subject to certain ownership limitations, convertible into shares of the Company’s common stock. The conversion price is equal to 50% of the volume weighted average closing market price for shares of the Company’s Common Stock for the 45 trading days preceding conversion. The secured lender has a first security interest in all of the Company’s assets

~~Table~~New ~~of Contents~~Financing

~~NOTE~~On 9May –19, ~~CAPITAL~~2013, ~~STOCK~~the Company issued a Secured Amended and Restated Convertible Debenture in the amount of $150,000 to a single lender (“May 2013 Note”). The May 2013 Note bears interest at the rate of 20% per annum, is due on December 31, 2014 and is, subject to certain ownership limitations, convertible into shares of the Company’s common stock at the rate of $.02 per share. Commencing on May 15, 2014 and each month thereafter, the Company is required to pay to the lender principal in the amount of $10,000. The secured lender has a security interest in all of the Company’s assets. In addition, the loan is secured by a pledge of 31,500,000 shares of the Company’s Common Stock owned by the Company’s president.

~~Preferred~~Note ~~Stock~~Exchange

~~The~~On ~~Company~~June ~~has~~3, an2013, ~~aggregate~~the Company ~~total~~issued $70,000 of 1its convertible promissory notes (“June 2013 Notes) to four investors. The June 2013 Notes were issued in exchange for $70,000 of convertible promissory notes issued to these investors on March 28,~~000~~ ~~shares~~2012 of(“March ~~authorized~~2012 ~~preferred~~Notes”) pursuant ~~stock~~to a provision in the March 2012 Notes requiring a mandatory note exchange if, in connection with ~~338~~a convertible debt financing of the Company after March 28,~~000~~ 2012 and before December 31, 2013, such financing provided for a price at which the new note may be converted into shares of the Company’ Common Stock of less than $0.~~0001~~05 ~~par~~per ~~value~~share. ~~undesignated~~On ~~preferred~~May ~~stock~~15, ~~660,000~~2013 ~~shares~~the ~~designated~~Company asengaged ~~Series~~in a Aconvertible ~~Preferred~~debt ~~Stock~~financing ~~and~~in ~~2,000~~which ~~shares~~the ~~designated~~conversion asprice ~~Series~~one Bof ~~Preferred~~the ~~Stock~~notes is $. ~~The~~02 ~~338,000~~per ~~shares~~share and the other is variable based on a 50% discount to the volume weighted average closing market price of ~~undesignated~~the ~~preferred~~Company’s stock,. ifAs ~~issued~~a result of these financings, the ~~will~~conversion ~~carry~~price ~~liquidation~~of ~~preferences~~the June 2013 Notes was reset at $.01 per share. The March 2012 and June 2013 Notes are in all other ~~rights,~~respects identical. asInterest ~~determined~~that byaccrued on the ~~Board~~March 2012 Note before the exchange may also be converted into shares of ~~Directors~~the Company’s Common Stock at $.01 per share.

~~Series A 8% Convertible Preferred Stock~~9

~~The~~Authorization ~~Company has 660,000 shares~~ of ~~preferred~~Additional Shares ~~stock designated as “Series A 8% Convertible Preferred Stock” authorized with 60,000 shares issued and outstanding as~~ of ~~the~~Common ~~date of this report having an aggregate stated value of $300,000. Each share of Series A Preferred~~ Stock (a) has a stated value of $5.00 per share (“Stated Value”), (b) is non-voting, (c) includes a dividend of 8% per annum paid annually, (d) may be redeemed at any time for an amount equal to the Stated Value plus all accumulated and unpaid dividends, (e) may be converted into 10 shares of $0.00015 par value common stock, and has a (f) liquidation preference of $5.00 per share plus all accumulated and unpaid dividends.

The ~~terms~~Company filed a Certificate of ~~these~~Amendment ~~shares~~to ~~have~~its ~~been~~Articles ~~adjusted~~of ~~pursuant~~Incorporation to anincrease ~~Anti-Dilution~~the ~~Agreement~~number ~~with~~of ~~the~~shares ~~purchasers~~of ~~such~~Common Stock that ~~the~~could ~~purchasers~~be ~~may~~issued ~~now~~to ~~convert~~250,000,000 from ~~their~~99,000,000. ~~shares~~The Certificate of ~~Series~~Amendment Awas ~~Preferred~~effective ~~Stock~~August ~~into 13~~12,~~300~~ ~~shares~~2013. A majority of the holders of the Company’s ~~common~~Common Stock ~~stock~~approved atthe anCertificate ~~exercise~~of ~~conversion~~Amendment, ~~ratio~~and ofthe ~~one~~Company ~~(1)~~filed ~~share~~a ofNotice ~~Preferred~~by ~~Stock~~Action toby ~~0.22~~Written ~~shares~~Consent of ~~Common~~Stockholders ~~Stock. This~~with ~~adjustment does not affect~~ the Securities ~~terms~~and ofExchange ~~the~~Commission ~~remaining~~that ~~authorized~~was ~~but~~subsequently ~~un-issued~~mailed ~~shares~~to stockholders of ~~Series A Preferred Stock~~record.

~~Series~~Production ~~B 8% Convertible Preferred Stock~~Financing

~~The~~On August 23, 2013, the Company’s wholly-owned ~~has~~subsidiary, 2OSO Beverages Corp., (“OSO”) issued $90,000 ~~shares~~in principal amount of ~~preferred~~its ~~stock~~secured ~~designated~~convertible promissory asnotes (“~~Series~~OSO BNotes) 8%to ~~Convertible~~two ~~Preferred~~lenders. ~~Stock”~~In (exchange for the ~~“Series~~OSO BNotes, ~~Preferred~~the ~~Stock”)~~Company ~~authorized~~received ~~with~~$60,000 30in ~~shares~~cash ~~issued~~to ~~and~~be ~~outstanding~~used to aspurchase inventory. The repayment of the ~~date~~OSO ofNotes ~~this~~is ~~report~~secured ~~having~~by anthe ~~aggregate~~inventory ~~stated~~to ~~value~~be ofpurchased ~~$15,000. Each~~and ~~share~~all of ~~Series~~the Bproceeds ~~Preferred~~from the ~~Stock~~sale ~~has~~thereof. anBeginning ~~initial~~on ~~issue~~November ~~price~~15, or2013 ~~face~~and ~~value~~each month thereafter, principal in the amount of $4,500 is payable to each lender, with all unpaid principal due and payable on August 15, 2014.00 (The difference between the ~~“Original~~principal ~~Issue~~amount ~~Price”)~~of the OSO Notes and ~~may~~the amount received ($15,000 with respect to each OSO Note) will be ~~converted~~accounted for as original issue discount. The OSO Notes are convertible into shares of the Company’s common stock at a conversion rate of $0.~~00015~~01 ~~par~~per ~~value~~share. ~~common~~As ~~stock~~an (inducement to enter into the ~~“Common~~loan ~~Stock”)~~transaction, ateach ~~any~~Lender ~~time~~subscribed atto ~~the~~purchase ~~election~~500,000 restricted shares of the ~~holder. The~~Company’s ~~Series~~common Bstock ~~Preferred~~for a ~~Stock~~nominal ~~may~~consideration. ~~also~~As bea ~~redeemed~~further byinducement ~~the~~to ~~Company~~enter ~~upon~~into the ~~cash~~loan ~~payment~~transaction, ~~per~~Fouad ~~share~~Kallamni, ofthe ~~$500.00~~Company’s ~~plus~~President, ~~any~~guaranteed ~~unpaid~~all ~~dividends~~payments ~~thereon. The~~due ~~Series~~under Beach ~~Preferred~~OSO ~~Stock is non-voting~~Note.

Shares of Series B Convertible Preferred Stock may be converted into fully paid and nonassessable shares of Common Stock of the Company at a price (the "Conversion Price") equal to 50% of the Market Price per share of Common Stock on the date of conversion (but the Conversion Price shall not be less than $5.00 per share (the "Minimum Price") or greater than $25.00 per share (the "Maximum Price") with respect to the Stated Value of each share of Series B Convertible Preferred Stock and on the basis of the post-reverse split shares of Common Stock. Such option may be exercised by any holder on an all or none basis on or after July 1, 2010. The Market Price per share of Common Stock on any date shall be deemed to be the average of the daily closing prices for the 10 ~~consecutive trading days commencing 12 trading days before the day in question.~~

~~Common~~Item ~~Stock~~2. Management's Discussion and Analysis or Plan of Operation

The ~~Company~~following ~~has~~discussion ~~authorized~~and ~~99,000,000 shares~~ analysis of ~~common~~our ~~stock~~consolidated ~~$.00015~~financial ~~par~~condition ~~value~~and ~~per~~results ~~share (the “Common Stock”). As~~ of ~~September~~operations ~~30,~~for ~~2011,~~ the ~~Company~~three ~~had~~month ~~1,291,939~~period ~~shares~~ended ofMarch ~~Common~~31, ~~Stock~~2012 ~~issued~~should ~~and~~be ~~outstanding. The~~read in ~~Company’s~~conjunction ~~shares~~with ofour ~~Common~~consolidated ~~Stock~~financial ~~are~~statements ~~traded~~included onelsewhere ~~the~~in ~~Over~~this ~~the~~Quarterly ~~Counter Pink Sheets (“DAMH~~Report.~~PK”) electronic quotation system, the trading symbol is DAMH.~~

9Special Filing Note

~~Table~~We have not yet filed the following reports under the Securities Exchange Act of ~~Contents~~1934:

~~Shares~~Quarterly ofReports ~~Common~~on Form ~~Stock~~10-Q ~~Reserved~~for ~~For~~the ~~Future~~three ~~Issuance~~month periods ended:

WeJune ~~have 298~~30,865 shares of common stock reserved for future issuance pursuant to the terms of our outstanding convertible promissory notes, shares of Series A Convertible Preferred Stock, Class A Warrants and selling agent warrants and stock option plans as of the date of this report as follows: 2012

			Conversion			Number of
	Amount		Rate			Shares
Shares of common stock authorized							99,000,000
Shares of common stock outstanding							1,291,939
Shares of common stock reserved for issuance upon exercise of conversion of:
Secured convertible promissory note	$	6,317	$	.12	(a)		52,641
Unsecured convertible promissory notes		58,455		40.00			1461
Series A convertible preferred stock		300,000		22.50			13,333
Series B convertible preferred stock		15,000		1.00			15,000
Class A warrants				45.00			13,333
Class B warrants				25.00			600
2009 Consultants Stock Compensation Plan
Vested options outstanding				1.00			200,000
Reserved for future grant							740,000
Selling agent warrants				54.00			2,497
Shares of common stock available for future issuance							96,669,196

September 30, 2012

~~______________~~Annual ~~(a)~~Report ~~Conversion~~on isForm 10-K ~~limited~~for tothe no12-month ~~more~~period ~~than~~ended ~~300~~December 31,~~000~~ ~~shares of common stock.~~2012

~~Class~~Quarterly AReports ~~Warrants~~on Form 10-Q for the three month periods ended

~~The~~March Company has Class A Warrants issued pursuant to its Series A Preferred Stock Private Placement Unit Offering. The terms of these Class A Warrants have been adjusted pursuant to the Anti-Dilution Agreement with the Unit purchasers such that the purchasers may purchase 13,333 shares of the Company’s common stock at an exercise price of $45.00 per share at any time prior to December 31, 2012 the date of expiration of the Class A Warrants and may be called for redemption at a redemption price of $2.00 per warrant at any time after the Company’s shares of common stock have traded above $1.50 for 10 consecutive trading days. 2013

~~Class~~June ~~B Warrants~~30, 2013

~~The~~We ~~Company~~expect ~~has~~to ~~outstanding~~file ~~Class~~each Bof ~~Warrants~~these reports no later than October 31, 2013. Forward looking statements in this Quarterly Report and in the Form 10-K for the ~~purchase~~calendar ofyear ended ~~600~~December ~~shares~~31, of2011 ~~common~~have ~~stock~~been atmade anas ~~exercise~~though ~~price~~these ofreports ~~$25.00~~had ~~per~~been ~~share~~timely filed with the Commission. ~~The~~ ~~Class~~In Bthis ~~Warrants~~regard, ~~(a)~~particular care ~~may~~should be ~~exercised~~taken atwith ~~any~~respect ~~time~~to ~~before~~forward ~~expiration~~looking orstatements ~~redemption,~~made ~~(b)~~herein ~~may~~which should be ~~called~~evaluated ~~for~~in ~~redemption~~light ~~for~~of a“subsequent events” ~~redemption~~disclosure ~~price~~in ofthe ~~$0.01~~footnotes ~~per~~to ~~warrant~~the ~~and~~financial ~~(c)~~statements ~~expire~~accompanying onthis ~~June~~report ~~30,~~as ~~2014.~~well ~~The~~as ~~Company~~disclosure ~~may~~in ~~call~~the reports that the ~~Warrants~~Company atwill ~~any~~be ~~time~~filing for subsequent annual and quarterly periods described above. See “CAUTIONARY NOTICE REGARDING FORWARD LOOKING STATEMENTS.”

10Introductory Comments

~~Table~~On October 19, 2011, pursuant to the terms of ~~Contents~~an Agreement and Plan of Merger between OSO USA LLC, a Delaware limited liability company and our wholly-owned subsidiary, OSO Beverages Corp., OSO USA LLC merged into OSO Beverages Corp. OSO As a result of this merger, our historical motorcycle-related business terminated, we changed our name to Premier Beverage Group Corp. and we are now engaged in the functional beverage business described herein.

~~Selling~~We ~~Agent~~operate ~~Warrants~~our business through our wholly owned subsidiary, OSO Beverages Corp. and distribute our OSO products through its wholly owned subsidiary, Fury Distribution Holdings LLC. Another subsidiary, Captive Brands Corp., is inactive. Throughout this Quarterly Report on Form 10-Q as amended, the terms “we,” “us,” “our,” “Premier Beverage” and “our company” refer to Premier Beverage Group Corp., a Nevada corporation, and, unless the context indicates otherwise, includes these subsidiaries for all periods presented.

~~The~~We ~~Company~~require ~~granted~~additional acapital ~~selling~~to ~~agent~~operate our ~~rights~~business. There can be no assurance that such capital will be available as necessary to ~~purchase~~meet 2our working capital requirements or,~~497~~ ~~shares~~if the capital is available, that it will be on reasonable terms acceptable to us. The issuances of additional equity securities by the Company’s ~~common~~will ~~stock~~result atin andilution ~~exercise~~in ~~price~~the equity interests of ~~fifty-four~~our ~~dollars~~current ~~($54~~stockholders.~~00)~~ ~~per~~Obtaining ~~share~~commercial atloans, ~~any~~assuming those ~~time~~loans ~~prior~~would be available, will increase our liabilities and future cash commitments. If we are unable to obtain financing in the ~~date~~amounts ofand ~~expiration~~on ofterms ~~January~~deemed 31acceptable, ~~2013~~the business and future success may be adversely affected.

~~2009~~The ~~Consultant~~following ~~Stock~~discussion ~~Compensation~~of ~~Plan~~our plan of operations should be read in conjunction with the financial statements and the related notes thereto included elsewhere in this quarterly report.

The 2009 Consultant Stock Compensation Plan provides for the issuance of up to 1,000,000 shares of Company’s $0.00015 shares of Common Stock at a price to be no less than the fair value of the Company’s shares of common stock on the date of grant. On December 22, 2009 the Company filed SEC Form S-8 in registration of shares to be issued pursuant to this plan. As of the date of this report the Company has reserved 740,000 shares of common stock reserved for future issuance pursuant to the Plan.11

~~Summary~~Forward ofLooking ~~Warrants and Options Outstanding~~Statements

AThe ~~summary~~Company ofcautions readers regarding forward looking statements found in the ~~status~~following discussion and elsewhere in this report and in any other statement made by, or on the behalf of ~~warrants~~the Company, whether or not in future filings with the Securities and ~~options~~Exchange ~~granted~~Commission. atForward-looking ~~September~~statements are 30statements not based on historical information and which relate to future operations, ~~2011~~strategies, financial results or other developments. Forward looking statements are necessarily based upon estimates and ~~December~~assumptions 31that are inherently subject to significant business, ~~2010~~economic and ~~changes~~competitive ~~during~~uncertainties and contingencies, many of which are beyond the ~~periods~~Company's ~~then~~control ~~ended~~and ismany ~~presented~~of which, ~~below:~~with respect to future business decisions, are subject to change. These uncertainties and contingencies can affect actual results and could cause actual results to differ materially from those expressed in any forward-looking statements made by or on behalf of the Company. The Company disclaims any obligation to update forward-looking statements.

	For the Nine Months				For the Twelve Months
	Ended September 30, 2011				Ended December 31, 2010
	Shares		Weighted Average Exercise Price		Shares		Weighted Average Exercise Price
Outstanding at beginning of period		216,430	$	4.39		216,430	$	4.39
Granted		-		-		-		-
Exercised		-		-		-		-
Forfeited		-		-		-		-
Expired		-		-		-		-
Outstanding at end of period		216,430	$	4.39		216,430	$	4.39
Weighted average fair value of warrants granted during the period		216,430	$	4.39		216,430	$	4.39

Overview

AWe ~~summary~~are ofa consumer brand development company focused on creating, marketing and selling compelling functional beverage brands. Functional beverages, which include energy drinks, energy shots, and enhanced waters, among others, have expanded substantially in the ~~status~~last of10 years and disrupted the ~~warrants~~beverage ~~outstanding~~landscape formerly atdominated ~~September~~by 30soft drinks. The functional beverage category has uncovered a previously unexposed consumer need that traditional beverages did not address. We believe these beverages are quickly becoming the drink of choice for the younger generation, ~~2011~~having matured isfrom ~~presented~~“fad” ~~below:~~status into the mainstream market.

	Warrants Outstanding					Warrants Exercisable
			Weighted
			Average	Weighted			Weighted
			Remaining	Average			Average
Exercise		Number	Contractual	Exercise		Number	Exercise
Prices		Outstanding	Life	Price		Exercisable	Price
$	45.00	13,333	1.67	$	45.00	13,333	$	45.00
$	25.00	600	2.75	$	25.00	600	$	25.00
$	54.00	2,497	1.75	$	54.00	2,497	$	54.00
$	1.00	200,000	8.67	$	1.00	200,000	$	1.00

We operate a two-tiered strategy that blends the large upside potential of developing and owning proprietary brands with a lower risk, predictable captive brands strategy. Our flagship brand, OSO, is a premium energy beverage offered primarily to high profile on-premise accounts. “On-premise” accounts include clubs, bars, restaurants and hotels and generally where the product is consumed at the location. OSO holds a unique position as a premium energy beverage. With additional repackaging initiatives currently underway, OSO intends to further differentiate itself by offering a sleek glass bottle packaging option along with a formula that is made with 100% all natural ingredients. OSO’s positioning is sophisticated, top-shelf energy with elegant packaging, unlike mass market ‘extreme-focused’ canned energy drinks.

11In addition to OSO, we intend to utilize our manufacturing and brand development skills to create high quality store brands for mass retailers (which we have dubbed “captive brands”). Our management team has prior direct experience developing captive functional beverage brands for national and regional retailers such as Walgreens, Duane Reade, Stop&Shop and Roundy’s. Our new turnkey captive brand program involves the development of a brand tailored for a specific retailer in return for a long-term vendor agreement with that retailer to manufacture and supply product. The development of the brand includes all facets of product development, including formulations, branding, packaging, distribution and marketing.

~~Table~~Our company is a Nevada corporation originally formed under the name Sunrise USA Inc. on July 22, 1999. Our principal place of ~~Contents~~business is located at 501 Madison Avenue, Suite 501, New York, New York 10022. Our telephone number is (646) 820-0630.

~~NOTE~~Results 10of ~~– INCOME TAXES~~Operations

The ~~Company~~following ~~has~~discussion ~~available~~should ~~at September 30, 2011 an unused operating loss carryforward of approximately $3,050,000 which may~~ be ~~applied~~read ~~against future taxable income and which expires~~ in ~~the~~conjunction years 2028 through 2031. The amount of and ultimate realization of the benefits from the operating loss carryforward for income tax purposes is dependent, in part, upon the tax laws then in effect, the future earnings of the Company, and other future events, the effects of which cannot be determined. Because of the uncertainty surrounding the realization of the net deferred tax asset associated with ~~the Company’s net operating loss carryforward, the Company has established a valuation allowance equal to the~~ ~~total~~our ~~tax~~financial ~~effect~~statements ofand the ~~net~~related ~~operating~~notes ~~loss~~thereto ~~and,~~included ~~therefore,~~elsewhere ~~no deferred tax asset has been recognized~~herein.

	September 30,		December 31,
	2011		2010
Deferred tax assets:
Net operating loss and credit carryforwards	$	1,159,000	$	1,089,080
Less valuation allowance		1,159,000		1,089,080
Total deferred tax assets	$	-	$	-

The following discussion should be read in conjunction with our financial statements and the related notes thereto included elsewhere herein.

~~NOTE~~Three 11months –ended ~~MATERIAL~~March ~~SUBSEQUENT~~31, ~~EVENTS~~2012 ~~AND~~compared with ~~CONTINGENCIES~~three months March 31, 2011.

The Company has evaluated subsequent events occurring since September 30, 2011 which is the date of the balance sheet included herein. No events have occurred subsequent to September 30, 2011, that requires disclosure or recognition in these financial statements.12

12For the three months ended March 31, 2012 we generated revenues of $17,215 as compared to $26,900 for the three months ended March 31, 2011, a decrease of $9,685, or 36%. Cost of goods sold for the three months ended March 31, 2012 was $9,087, generating a gross margin of $8,128. Cost of products sold for the three months ended March 31, 2011 was $7,452, generating a gross margin of $19,448. The decrease in our revenues is attributable principally to our lack of available inventory for sale and the absence of our sugar free product offering.

~~Table~~Selling, general and administrative expenses were $112,885 for the three months ended March 31, 2012 as compared to $20,541 for the three months ended March 31, 2011, an increase of ~~Contents~~$92,344 or approximately 450%. The increase was primarily the result of expenses related to operating a public company which were not applicable to the comparable period.

~~Item~~We 2incurred interest expense of $68,949 for the three months ended March 31, 2012. ~~Management's~~ ~~Discussion~~Interest ~~and~~expense ~~Analysis~~incurred orfor ~~Plan~~the three months ended March 31, 2011 was $4,550. The increase of ~~Operation~~$64,399 in interest expense was primarily due to the application of non-cash beneficial conversion feature expenses related to our issuances of convertible debt.

~~The~~We ~~following~~reported ~~discussion~~a ofnet ~~our~~loss ~~plan~~and ofloss ~~operations~~applicable to ~~should~~common bestockholders ~~read~~for inthe ~~conjunction~~three ~~with~~months ~~the~~ended ~~financial~~March ~~statements~~31, 2012 of $173,851. Our net loss and loss applicable to the ~~related~~common ~~notes~~stockholders for ~~thereto~~the ~~included~~three ~~elsewhere~~months ended March 31, 2011 was $5,643. The increase in ~~this~~net ~~quarterly~~loss ~~report~~was attributable principally to expenses related to operating as a public company and non-cash beneficial conversion feature expenses related to our financing activities.

~~Forward~~Liquidity ~~Looking~~and ~~Statements~~Capital Resources

~~Because~~Since the ~~Company~~merger ~~intends~~in toOctober ~~take~~2011, ~~advantage~~we ofhave funded ~~the~~our ~~"safe~~operations ~~harbor"~~primarily ~~provisions~~through of the ~~Private~~issuance ~~Securities Litigation Reform Act~~ of ~~1995,~~debt ~~the~~securities ~~Company cautions readers regarding forward looking statements found~~ in the ~~following~~amount ~~discussion~~of ~~and elsewhere in this report and in any other statement made by~~$187,100 ~~or on the behalf~~ of ~~the~~convertible ~~Company,~~notes ~~whether~~issued ~~or not~~ in connection ~~future filings~~ with the ~~Securities~~merger ~~and~~in ~~Exchange~~October ~~Commission.~~2011 ~~Forward-looking~~and ~~statements~~$70,000 ~~are~~of ~~statements~~convertible ~~not~~notes ~~based~~issued ~~on historical information and which relate~~ to ~~future~~investors ~~operations,~~in ~~strategies,~~March ~~financial results or other developments~~2012. ~~Forward~~As ~~looking~~of ~~statements~~March ~~are necessarily based upon estimates and assumptions that are inherently subject to significant business~~31, ~~economic~~ ~~and~~2012, ~~competitive~~we ~~uncertainties~~had ~~and contingencies~~$71,647 ~~many~~ of ~~which~~cash ~~are~~on ~~beyond~~hand, ~~the~~$36,804 ~~Company's~~in ~~control~~accounts ~~and~~receivable, ~~many of which~~$28,854 ~~with~~in ~~respect to future business decisions~~inventory, ~~are subject to change. These uncertainties~~ and ~~contingencies~~$395,391 ~~can affect actual results and could cause actual results to differ materially from those expressed~~ in ~~any~~current ~~forward-looking statements made by or on behalf of the Company~~liabilities. ~~The Company disclaims any obligation to update forward-looking statements.~~

~~Overview,~~We ~~Plan~~will ofrequire ~~Operations~~additional ~~and~~cash ~~Outlook~~to meet our operating needs for the next twelve months.

~~Overview~~Item 3. Quantitative and Qualitative Disclosures about Market Risk

~~Net~~Item ~~Loss~~is inapplicable.

~~The~~Item ~~company had a net loss of $187,617 for the nine months ended September 30, 2011 compared to a net loss of $217,998 for the same period in 2010~~4T. ~~The~~Controls ~~2011 loss was due primarily to expenses for salaries, consulting~~ and ~~professional fees associated with the Company’s high performance motorcycle manufacturing subsidiary Delaware American Motors LLC and meeting the Company’s public reporting requirements.~~Procedures

~~Liquidity~~Fouad Kallamni, who was our principal executive and ~~Capital~~financial ~~Resources~~officer after the merger of OSO USA LLC into the Company on October 19, 2011 (see Item 1, Business) and for the remainder of the reporting period which ended on March 31, 2012, has concluded that the disclosure controls and procedures were neither effective prior to the merger or as of March 31, 2012. These controls are meant to ensure that information required to be disclosed by the issuer in the reports that it files or submits under the Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms and to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Act is accumulated and communicated to the issuer's management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

Since our inception, we have funded our operations primarily through private sales of equity securities, the use of short and long-term debt and credit from our vendors, shareholders and executive officers. As of September 30, 2011, we had $124 of cash on hand, $94,552 in inventory, and $736,591 in current liabilities. 13

Net cash provided by operating activities for the nine months ended September 30, 2011 was $3,732 which was primarily the result of fees received from our motorcycle rally attendance compared to net cash used by operating activities of $5,632 with a net loss of $217,998 for the nine months ended September 30, 2010. During the current period the Company was an exhibitor at three (3) motorcycle rally events under a co-sponsorship arrangement with Amsoil, Inc. Expenses incurred in attending each rally were funded from co-sponsor fees and receipts from motorcycle service and repair work we performed for rally attendees. Also, during the current period we filed our SEC Form 10-K for the fiscal year ending December 31, 2010 and the SEC Form 10-QManagement’s ~~for~~Report ~~the~~on ~~three~~Internal Control ~~and~~over ~~six~~Financial ~~months ended March 31 and June 30, 2011.~~Reporting

13Our management is responsible for establishing and maintaining internal controls over financial reporting and disclosure controls. Internal Control Over Financial Reporting is a process designed by, or under the supervision of, our principal executive and financial officer, or persons performing similar functions, and effected by our board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that:

~~Table~~1. Pertain to the maintenance of ~~Contents~~records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the issuer; 2. Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the issuer are being made only in accordance with authorizations of management and directors of the registrant; and 3. Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the issuer’s assets that could have a material effect on the financial statements.

WeManagement ~~have~~conducted ~~not~~an ~~been~~evaluation ~~able~~of tothe effectiveness ~~meet~~of our ~~operating~~internal ~~expenses~~control ~~and~~over ~~current~~financial ~~public~~ reporting ~~obligations~~as inof aDecember ~~timely~~31, ~~manner~~2011, ~~and~~based ~~our~~on ~~operations~~the ~~have~~framework ~~been~~established ~~funded~~in ~~principally~~Internal Control-Integrated ~~from~~Framework ~~credit~~issued ~~provided~~ by ~~our~~the ~~vendors,~~Committee ~~sponsorship~~of ~~fees~~Sponsoring ~~from~~Organizations ~~our~~of ~~attendance~~the atTreadway ~~motorcycle~~Commission. ~~rally~~Based ~~exhibitions~~on ~~and~~this ~~from~~assessment, management ~~short~~concluded ~~term~~that ~~cash~~as ~~advances. Further~~of ~~vendor~~December ~~credit~~31, ~~and~~2011, ~~cash~~it ~~advances~~had ~~may~~material ~~not~~weaknesses bein ~~available~~its internal control procedures which continue to usexist inas ~~the~~of ~~future~~March 31, 2012.

WeA ~~will~~material ~~require~~weakness ~~additional~~is ~~cash~~a ~~resources~~control deficiency, or combination of ~~$250~~control deficiencies,~~000~~ toin ~~meet~~internal ~~our~~control ~~operating~~over ~~needs~~financial ~~for~~reporting ~~the~~such ~~next~~that ~~twelve~~there ~~months~~is ~~plus~~a anreasonable ~~additional~~possibility that ~~$63,014,~~a tomaterial ~~pay~~misstatement of our ~~convertible~~annual ~~promissory~~or ~~notes~~interim ~~which~~financial ~~are~~statements ~~past~~would ~~due~~not ~~and~~be inprevented ~~default~~or ~~and~~detected ~~$227,348~~on toa ~~pay~~timely basis. We have concluded that our ~~current~~internal ~~accounts~~control ~~payable~~over financial reporting was not effective as of December 31, 2011 and March 31, 2012.

~~Plan~~The ofCompany’s ~~Operations~~assessment identified certain material weaknesses which are set forth below:

~~The~~Entity ~~current~~Level economic environment in the U.S. and abroad appears to have stabilized but has not yet begun to appreciably improve. The effect of this on the Company has been and is expected to continue to be significant. The Company is a young company with a new brand and a high dollar value luxury product. Over the next twelve months we intend to build our brand name “Delaware American Motors” based upon the introduction of the Tech Twin American 13C Series and Tech Twin American Signature Series of high-performance heavy weight motorcycles. Competition in the heavyweight motorcycle market is based upon a number of factors, including price, quality, reliability, styling, product features, customer preference and warranties. In the U.S., suggested retail prices for the Company’s motorcycles range from being comparable to higher than suggested retail prices for comparable motorcycles available in the market.Controls

We ~~believe~~have ~~the~~insufficient ~~Tech~~corporate ~~Twin~~governance policies. ~~engine~~Our ~~and~~corporate ~~our~~governance ~~design~~activities and ~~styling~~processes are ~~significant~~not ~~brand~~always ~~advantages~~formally ~~which distinguishes our motorcycles from those of other manufacturers~~documented. ~~Our~~ ~~Tech~~Specifically, ~~Twin~~decisions ~~American~~made ~~13C model titled~~ by the ~~Pennsylvania~~board won the 2008 Sturgis AMD World Championship competition’s first place award in the Production Manufacture class. In addition we are limiting the number of bikes in the American 13C and American Signature model to 13be ~~(one~~carried ~~each~~out ~~for~~by ~~the~~management ~~original~~should 13be ~~colonies)~~documented and 56communicated ~~(one~~on ~~each~~a ~~for~~timely ~~the~~basis ~~signers~~to ofreduce the ~~Declaration~~likelihood of ~~Independence)~~any misunderstandings ~~respectively~~regarding ~~and~~key ~~serializing~~decisions ~~each~~affecting ~~model~~our ~~with~~operations ~~an individual name~~ and ~~number~~management.

~~The~~We ~~Company~~currently ~~believes~~have ~~that~~insufficient ~~its~~resources which ~~larger-displacement~~may ~~products~~restrict ~~can~~our ~~command~~ability ato ~~premium price. The Company will be emphasizing quality~~gather, ~~reliability~~analyze and ~~styling~~report ~~with~~information arelative ~~limited~~to ~~warranty~~the ~~generally~~financial ~~consistent~~statements ~~with~~in ~~industry~~a ~~wide~~timely ~~standards~~manner, including ~~for~~insufficient ~~similar~~documentation ~~motorcycles.~~and ~~The~~review ~~Company’s~~of ~~products are new to~~ the ~~market~~selection and ~~will~~application ~~have~~of nogenerally ~~established~~accepted ~~resale~~accounting ~~values~~principles ~~we may reduce the opportunity for customers~~ to significant ~~obtain~~non-routine ~~suitable~~transactions. ~~financing~~In toaddition, ~~purchase our bikes which may reduce~~ the ~~number~~limited size of ~~available customers. We anticipate that our selling efforts will initially be carried out by~~ the ~~Company~~accounting indepartment ~~intensive~~makes ~~one-on-one~~it ~~selling~~impractical ~~directly~~ to ~~the~~achieve an ~~buyer~~optimum segregation of ~~our motorcycles~~duties.

InFunctional ~~the~~Controls ~~U.S., the Company expects that its products will compete in the custom segment of the heavyweight motorcycle market. The larger-displacement custom~~ and touring motorcycle segments are dominated by large well capitalized companies such as Harley-Davidson and BMW. In addition, there are many smaller U.S. custom builders who are better known with large volumes Segregation of ~~used bikes in circulation.~~Duties

~~Establishing~~We ~~our~~have ~~brand~~an ~~name,~~inadequate wesegregation ~~believe,~~of ~~will~~duties consistent ~~require~~with uscontrol toobjectives. ~~invest~~Our inmanagement ~~media~~is ~~and~~composed ~~event~~of ~~attendance~~a ~~centered~~single onindividual ~~upscale~~resulting ~~high~~in ~~income~~a ~~motorcycle~~situation ~~enthusiasts. The~~where ~~market~~no ~~for~~segregation of ~~this~~duties ~~buyer~~exists. isIn ~~intensely~~order ~~competitive and marketing~~ to remedy this ~~demographic~~situation iswe ~~obtained~~would ~~through~~need ~~the~~to ~~use~~hire ofadditional ~~product~~staff ~~and~~to ~~advertising~~provide ~~placements~~segregation inof ~~high end publications and media events~~duties. We ~~presently~~Currently, it dois not ~~have~~feasible ~~the~~to ~~resources~~hire additional staff to ~~undertake~~obtain ~~selling~~optimal ~~efforts~~segregation atof ~~this~~duties. ~~level~~Management ~~and~~intends ~~will~~to ~~require~~reassess ~~substantial~~this ~~additional~~matter during ~~capital~~the incurrent ~~order~~fiscal year to ~~carry~~determine ~~out~~whether ~~our~~improvement ~~brand~~in ~~introduction~~segregation ~~and~~of ~~product~~duties ~~marketing~~is ~~plans~~feasible.

14Management believes that the material weaknesses set forth above were the result of the scale of our operations and are a circumstance due to our small size. Management believes these weaknesses did not have a material effect on our financial results and intends to take remedial actions upon receiving funding for our business operations.

~~Table of Contents~~14

~~Our~~We ~~plan~~are committed to improving our financial organization. As part of ~~operation~~this ~~for~~commitment, ~~the~~we ~~coming~~will ~~quarter~~increase isour topersonnel ~~focus~~resources onand ~~obtaining~~technical accounting expertise within the accounting ~~financing~~function ~~necessary~~when funds are available to ~~undertake~~us. ~~our~~We ~~goals~~will ~~of:~~continue ~~(i)~~to monitor and evaluate the ~~development~~effectiveness of our ~~Tech~~internal controls ~~Twin~~and ~~American~~procedures ~~13C~~and ~~Series~~our ~~and~~internal ~~Tech~~controls ~~Twin~~over ~~American~~financial ~~Signatures~~reporting ~~Series~~on ofan ~~motorcycles,~~ongoing ~~(ii)~~basis ~~undertake~~and ~~selling~~are ~~efforts~~committed ofto ~~these~~taking ~~products~~further action and ~~(iii)~~implementing ~~undertake~~additional ~~the~~enhancements ~~introduction~~or ofimprovements, ~~our~~as ~~brand~~necessary and as funds allow. We ~~anticipate~~intend ~~the~~to ~~total~~take ~~aggregate~~appropriate and ~~capital~~reasonable ~~needed~~steps to ~~carry~~make ~~out~~the ~~our~~necessary ~~long-term~~improvements ~~goals~~ to beremediate ~~approximately~~these $2deficiencies,~~600,000.~~ including:

Motorcycle Rally Events

(1)	Adding personnel with the depth of knowledge and time commitment to provide a greater level of review for corporate activities;
(2)	Continuing to update the documentation of our internal control processes, including formal risk assessment of our financial reporting processes; and
(3)	Soliciting independent directors to enhance corporate governance and Board composition.

We ~~have~~intend ~~implemented~~to aconsider ~~program for attending motorcycle rally events in co-sponsorship with Amsoil, Inc.~~ the ~~premiere~~results ~~manufacturer~~ of ~~synthetic~~our remediation ~~motor~~efforts ~~oil. During the event we presented the Delaware American Tech-Twin Motorcycles together with Amsoil products~~ and ~~performed~~related ~~oil~~testing ~~change~~as ~~service~~part ~~for~~of ~~show~~our ~~attendees,~~assessment ~~see~~of ~~Figure~~the ~~1. Our~~effectiveness ~~Amsoil/DAM~~of ~~trailer~~our ~~and~~internal ~~mobile~~control ~~service~~over ~~center~~financial ~~was provided by our President~~reporting.

~~Figure~~Changes 1in Internal Control over Financial Reporting

WeThere ~~expect~~were ~~that~~no ~~our~~changes ~~attendance~~in atour ~~future~~internal ~~motorcycle~~control over ~~rally~~financial ~~events~~reporting ~~will~~(as ~~become~~defined ain ~~greater~~Rule ~~part~~13a-15(f) ofunder ~~our business in~~ the ~~coming~~Exchange ~~year~~Act) ~~and~~that aoccurred ~~major~~during ~~part of our selling efforts for~~ the ~~Delaware~~quarter ~~American~~ended ~~Tech-Twin~~March ~~Motorcycles. We~~31, 2012, ~~also~~that ~~expect~~have tomaterially ~~continue~~affected, toor ~~add~~are ~~sponsors~~reasonably ~~and~~likely to ~~increase~~materially affect, our ~~vendor~~internal ~~sales~~control ofover ~~motorcycle~~financial ~~related products and services~~reporting.

~~Outlook~~PART II – OTHER INFORMATION

WeItem ~~have no commitments for financing and we do not have sufficient funds to continue to operate at current levels~~1. To ~~continue~~Legal operations for the next twelve months and remain current in our public reporting obligations we require additional financing in the amount of $600,000. To carry out our product and brand goals we require additional financing in the amount of $2,000,000. We are exploring various methods for obtaining additional capital including short-term borrowing and the issuance of our equity or debt securities. Proceedings

~~Our common stock may be traded on the Pink Sheets under the trading symbol DAMH but our shares are not actively traded~~None. The price has declined from $0.95 on May 13, 2008, the date we acquired DAM to $0.01 on September 19, 2011 and has not been actively traded in the past year. This decline has had an adverse impact on our ability to raise additional cash from the sale of our equity securities. In addition, the holders of our derivative securities have the right to convert or purchase up to 298,865 shares of our common stock at prices ranging from twenty-five hundredths of one cent ($0.0025) to fifty-four dollars ($54.00). These rights may have the effect of further depressing the price of our equity securities and restricting our ability to raise additional financing.

15Item 1A. Risk Factors

~~Table of Contents~~Inapplicable.

~~There~~Item ~~can be no assurance that capital will be available as necessary to meet our working capital requirements or, if the capital is available, that it will be on reasonable terms acceptable us~~2. ~~The~~ ~~issuances~~Unregistered ofSales ~~additional equity securities by the Company may result in dilution in the equity interests~~ of ~~our~~Equity ~~current~~Securities ~~stockholders. Obtaining commercial loans, assuming those loans would be available, will increase our liabilities~~ and ~~future~~Use cash commitments. If we are unable to obtain financing in the amounts and on terms deemed acceptable, the business and our future success may be adversely affected. Management intends to finance operating costs over the next twelve months with loans from related parties, commercial loans, or through private placements of ~~capital stock.~~ Proceeds

~~Item 3~~None. ~~Quantitative and Qualitative Disclosures About Market Risk~~

~~The~~Item ~~Company~~3. ~~has~~Defaults noUpon ~~market~~Senior ~~risk sensitive instruments.~~Securities

~~Item 4T~~None. ~~Controls and Procedures~~

~~The~~Item ~~Company~~4. ~~maintains~~Submission ~~a system~~ of ~~disclosure~~Matters ~~controls and procedures that is designed~~ to provide reasonable assurance that information, which is required to be disclosed by the Company in the reports that it files or submits under the Securities and Exchange Act of 1934, as amended, is accumulated and communicated to management in a ~~timely~~Vote ~~manner. The Company's principal executive officer and principal financial officer have evaluated this system~~ of ~~disclosure~~Security ~~controls and procedures as of the end of the period covered by this quarterly report, and believe that the system is operating effectively to ensure appropriate disclosure.~~Holders

Other than as described hereinabove, there has been no change in the Company’s internal control over financial reporting that occurred during the last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reportingNone.

~~PART~~Item II5. –Other ~~OTHER INFORMATION~~Information

~~Item~~On 1March 28, 2012, the Company issued $70,000 of its unsecured convertible promissory notes (“March 2012 Notes) to four investors. ~~Legal~~ ~~Proceedings~~The March 2012 Notes bear interest at the rate of 8% per annum, are due on December 31, 2013 and are convertible into shares of the Company’s common stock at the rate of $.05 per share. The March 2012 Notes will be automatically cancelled and new convertible promissory notes issued if, in connection with a convertible debt financing of the Company after March 28, 2012 and before December 31, 2013, such subsequent debt financing provides for a conversion price of less than $0.05 per share of Common Stock.

~~None.~~15

Item 26. ~~Unregistered~~ ~~Sales of Equity Securities and Use of Proceeds~~Exhibits

None.

Exhibit Number		Exhibit

3.1		Articles of Incorporation⁽¹⁾
3.2		Amendments to Articles of Incorporation⁽¹⁾
3.3		Articles of Merger of Premier Beverage Group Corp. into DAM Holdings, Inc.⁽²⁾
3.4		By-Laws⁽¹⁾
4.1		Certificate of Designation Series A Preferred Stock⁽¹⁾
4.2		Certificate of Designation Series B Preferred Stock⁽¹⁾
4.3		Class A Warrant Agreement⁽³⁾
4.4		Form of Class A Warrant Certificate⁽³⁾
4.5		Specimen Common Stock Certificate⁽¹⁾
10.1		6% Convertible Promissory Notes⁽¹⁾
10.2		Stock Purchase Agreement⁽⁴⁾
10.3		Assumption and Indemnification Agreement⁽⁴⁾
10.4		Form of Unsecured Promissory Note⁽⁴⁾
10.5		Form of Note Purchase Agreement⁽⁴⁾
10.6		Agreement and Plan of Merger of OSO USA LLC into OSO Beverages Corp.⁽⁵⁾
10.8		Indemnification Agreement⁽¹⁾
10.9		Form of Senior Secured Promissory Note⁽⁶⁾
10.10		Form of Security Agreement⁽⁶⁾
10.11		Consulting Agreement with Fouad Kallamni⁽¹⁾
10.12		Consulting Agreement with Core Equity Group LLC⁽¹⁾
10.13		Consulting Agreement with Richard Fisher⁽¹⁾
10.14		Form of unsecured Convertible Promissory Noteissued in aggregate principal amount of $70,000^*
14.1		Code of Ethics⁽⁸⁾
16.1		Letter from Former Auditor⁽⁷⁾
21.1		Subsidiaries of Registrant⁽¹⁾
31.1		Certification by Fouad Kallamni, Principal Executive and Financial Officer, pursuant to Rule 13a-14(a), pursuant to Section 302 of the Sarbanes-Oxley Act of 2002^*
32.1		Certification by Fouad Kallamni, Principal Executive and Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002^*

Limitations on the Payments of Dividends

⁽¹⁾	Incorporated by reference from the Annual Report on Form 10-K for the year ending December 31, 2011
⁽²⁾	Incorporated by reference from the Current Report on Form 8-K filed on December 1, 2011
⁽³⁾	Incorporated by reference from the Annual Report on Form 10-KSB for the year ending December 31, 2007
⁽⁴⁾	Incorporated by reference from the Current Report on Form 8-K filed on October 27, 2011
⁽⁵⁾	Incorporated by reference from the Current Report on Form 8-K filed on October 24, 2011
⁽⁶⁾	Incorporated by reference from the Current Report on Form 8-K filed on December 15, 2011
⁽⁷⁾	Incorporated by reference from the Current Report on Form 8-K/A filed on December 23, 2011
⁽⁸⁾	Incorporated by reference from the Annual Report on Form 10-KSB for the year ending December 31, 2005
^*	Filed herewith.

The holders of Series A Preferred Stock shall be entitled to receive dividends at a rate of eight percent (8%) per annum of the Original Issue Price which shall be prior and in preference to any declaration or payment of any dividend (payable other than in shares of Common Stock) or other distribution on the Common Stock of the Corporation. The dividends on the Series A Preferred Stock shall accrue from the date of issuance of each share and shall be payable annually on December 31 of each year (each a "Dividend Date") commencing on December 31, 2008, except that if any such date is a Saturday, Sunday or legal holiday (a "Non-Business Day") then such dividend shall be payable on the next day that is not a Non-Business Day on which banks in the State of Nevada are permitted to be closed (a "Business Day") to holders of record as they appear on the stock books of the Corporation on the SIGNATURES

16Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Table of Contents

		Premier Beverage Group Corp.

Date:	October 15, 2013	/s/ Fouad Kallamni
		Fouad Kallamni, President
		Principal Executive Officer and Principal Accounting Officer

applicable record date, which shall be not more than 60 nor less than 10 days preceding the payment date for such dividends, as fixed by the Board of Directors (the "Record Date"). The dividends on the Series A Preferred Stock shall be payable only when, as and if declared by the Board of Directors out of funds legally available therefore, or in shares of the Company’s Common Stock at a value equal to the greater of (i) the average closing bid price for the 20 trading days immediately preceding the date the dividend is declared or (ii) twenty-five cents ($0.25). Any dividends on the Series A Preferred Stock which have accrued but have not been paid, shall be accumulated and shall be payable only when, as and if declared by the Board of Directors as provided in the preceding sentence.16

Item 3. Defaults Upon Senior Securities

None.

Item 4. Submission of Matters to a Vote of Security Holders

None.

Item 5. Other Information

None.

Item 6. Exhibits

Exhibit No.		Exhibit
31*		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer and Principal Financial & Accounting Officer
32*		Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of Principal Executive Officer and Principal Accounting Officer
		* Filed herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

		DAM Holdings, Inc.
Date:	October 10, 2011	/s/ MARK S. KLEIN
		Mark S. Klein, President
		Principal Executive Officer and Principal Accounting Officer

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