FBEC Worldwide 10Q 2014 Q3 Quarterly report

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 30, 2014

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

For the transition period from

Commission File No.

000-52297

FRONTIER BEVERAGE COMPANY, INC.

(Exact name of registrant as specified in its charter)

Wyoming		06-1678089
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

1621 Central Ave, Cheyenne, WY		82001
(Address of principal executive offices)		(Zip Code)
	307-222-6000
	(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 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 x No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ¨ Accelerated filer ¨

Non-accelerated filer ¨ 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 ¨ No x

The number of shares outstanding of the Registrant’s Common Stock as of November 10, 2014 was 1,914,414,911

FRONTIER BEVERAGE COMPANY, INC.
INDEX

			Page
PART I - FINANCIAL INFORMATION

	Item. 1	Financial Statements

		Condensed Balance Sheets as of September 30, 2014 (Unaudited)	3

		Condensed Statements of Operations for the three months ended September 30, 2014 and for the period of January 13, 2014 (date of inception) through September 30, 2014 (Unaudited)	4

		Condensed Statements of Cash Flows for the period of January 13, 2014 (date of inception) through September 30, 2014 (Unaudited)	5

		Notes to the Unaudited Condensed Financial Statements	6

	Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	16

	Item 3.	Quantitative and Qualitative Disclosures about Market Risks	21

	Item 4.	Controls and Procedures	21

Part II - OTHER INFORMATION

	Item 1.	Legal Proceedings	22

	Item 1A.	Risk Factors	22

	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	22

	Item 3.	Defaults Upon Senior Securities	22

	Item 4.	Mine Safety Disclosures	22

	Item 5.	Other Information	22

	Item 6.	Exhibits	23

FRONTIER BEVERAGE COMPANY, INC.
CONDENSED BALANCE SHEET


	September 30, 2014
	(unaudited)
ASSETS
Current Assets:
Cash	$	-

Total assets	$	-

LIABILITIES AND STOCKHOLDERS' DEFICIT

Current Liabilities:
Convertible notes payable, net of debt discount of $41,757	$	196,944
Loans payable		22,675
Accounts payable		28,155
Derivative liabilities		967,301
Total current liabilities		1,215,075

Commitments and Contingencies

Stockholders' Deficit:
Preferred stock - par value $0.001; 20,000,000 shares authorized;
10,000 Series A convertible preferred shares designated, 10,000 shares issued and outstanding		10
Common stock - par value $0.001; 1,970,000,000 shares authorized;
741,392,111 shares issued and outstanding		741,392
Additional paid-in capital		204,490
Accumulated deficit		(2,160,967	)
Total stockholders' deficit		(1,215,075	)

Total liabilities and stockholders' deficit	$	-

The accompanying footnotes are an integral part of these condensed unaudited financial statements.

FRONTIER BEVERAGE COMPANY, INC.
CONDENSED STATEMENT OF OPERATIONS
UNAUDITED



				For the period
				from
				January 13, 2014
				(date of inception)
	Three Months Ended			through
	September 30, 2014			September 30, 2014

Revenues, net	$	-		$	-

Cost of goods sold		-			-

Gross profit		-			-

Operating Expenses

Selling, general and administartive		21,016			225,080
Bad debt expense		-			100,613

Total operating expenses		21,016			325,693

Loss from operations		(21,016	)		(325,693	)

Other income (expenses)
Loss on debt settlement		-			(59,776	)
Loss in fair value of derivative liability		(561,296	)		(290,137	)
Gain on conversion of debt		46,187			45,792
Interest expense		(61,251	)		(249,426	)
Total other expense		(576,360	)		(553,547	)

Loss before taxes		(597,376	)		(879,240	)
Provision for income taxes		-			-

Net loss	$	(597,376	)	$	(879,240	)

Loss per share, basic and diluted	$	(0.00	)	$	(0.00	)
Weighted average number of shares outstanding,
basic		402,284,382			260,048,806

Weighted average number of shares outstanding,
diluted		402,284,382			260,048,806

The accompanying footnotes are an integral part of these condensed unaudited financial statements.

FRONTIER BEVERAGE COMPANY, INC.

CONDENSED STATEMENT OF CASH FLOWS

(UNAUDITED)

	January 13, 2014
	(date of inception)
	through
	September 30, 2014
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(879,240	)
Adjustments to reconcile net loss to net cash used in
operating activities:
Amortization of debt discount		111,587
Bad debt expense		100,613
Gain on change in fair value of derivative liability		290,138
Non-cash interest		147,586
Loss on debt settlement		59,776
Gain on conversion of debt		(45,792	)
Stock for services		61,700
Changes in operating assets and liabilities:
Accounts payable		94,276
Accrued expenses and other current liabilities		9,356

Net cash flows used in operating activities		(50,000	)

CASH FLOWS FROM INVESTING ACTIVITIES		-

CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds from convertible notes payable		50,000

Net cash flows provided by financing activities		50,000

Increase (Decrease) in cash		-
Cash, beginning of period		-
Cash, end of period	$	-

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:

Interest paid	$	-
Income taxes paid	$	-

SUPPLEMENTAL DISCLOSURES OF NON CASH INVESTING AND FINANCING ACTIVITIES

Shares issued for settlement of payables	$	129,001
Shares issued for reserve on convertible note	$	15,000
Recapitalization effect	$	1,218,727
Shares issued for conversion of notes payable	$	420,566
Convertible notes payable issued for settlement of payables	$	103,344
Sale of subsidiary	$	143,942
Services to be received as consideration for sale of subsidiary	$	10,000
Extinguishment of derivative liability	$	260,689
Derivative liability at inception	$	281,871

The accompanying footnotes are an integral part of these condensed unaudited financial statements.

FRONTIER BEVERAGE COMPANY, INC.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

September 30, 2014

NOTE 1 – BASIS OF PRESENTATION AND RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

Interim Financial Reporting

While the information presented in the accompanying interim financial statements is unaudited, it includes all adjustments, which are, in the opinion of management, necessary to present fairly the financial position, results of operations and cash flows for the interim periods presented in accordance with generally accepted accounting principles in the United States of America ("GAAP"). These interim financial statements have adjustments related to the accounting for a reverse acquisition completed on February 3, 2014. The acquired company did not exist at the end of this three and nine month period in 2013 and therefore, no comparative data is reflected for the period ending September 30, 2013 or at the audit period ending December 31, 2013. For the Company, Frontier Beverage Company, Inc. (the “Company”), all adjustments are of a normal, recurring nature. Interim financial statements and the notes thereto do not contain all of the disclosures normally found in year-end audited financial statements and these Notes to Financial Statements are abbreviated and contain only certain disclosures related to the three and nine month period ended September 30, 2014. It is suggested that these interim financial statements be read in conjunction with our audited financial statements and related notes for the year ended December 31, 2013 included in our Form 10-K filed with the Securities Exchange Commission on April 16, 2014. Operating results for the period from January 13, 2014 (date of inception) through ended September 30, 2014 are not necessarily indicative of the results that can be expected for the period from January 13, 2014 (date of inception) through December 31, 2014.

Basis of presentation and going concern uncertainty

The accompanying unaudited condensed financial statements have been prepared in conformity with GAAP, which contemplates continuation of the Company as a going concern, which is dependent upon the Company's ability to establish itself as a profitable business. At September 30, 2014, the Company has an accumulated deficit of $2,160,967 and has incurred net loss of $879,240 from continuing operations for the period from January 13, 2014 (date of inception) through September 30, 2014. The Company’s ability to continue in business is dependent upon obtaining sufficient financing or attaining profitable operations. However, there can be no assurance that management will be successful in obtaining additional funding or in attaining profitable operations, and therefore, these matters raise substantial doubt about the Company's ability to continue as a going concern. These unaudited condensed consolidated financial statements do not include any adjustments that might result from the outcome of these uncertainties, nor do they include adjustments relating to the recoverability and realization of assets and classification of liabilities that might be necessary should the Company be unable to continue in operation.

Change of Control

On July 1, 2013, an unrelated third party acquired an aggregate of 15,978,000 shares of Common Stock of the Company constituting approximately 85% of the Company’s issued and outstanding Common Stock.

On October 9, 2013, the Company entered into share exchange agreement to acquire 100% of the issued and outstanding share capital with Gallant Acquisition Corp. (GAC) the 100% owner of all of the issued and outstanding share capital of 22 Social Club Productions (22 SCP) and its subsidiaries, Blue 22 Entertainment and Appquest, Inc. for 140,000,000 common shares of the Company and 5,000,000 shares of common stock of the Company to Appquest, Inc. Effectively, GAC held 89% of the issued and outstanding common shares of the Company and the transaction has been accounted for as a reverse merger, where 22 SCP is deemed to be the acquirer and the surviving entity for accounting purposes.

FRONTIER BEVERAGE COMPANY, INC.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

September 30, 2014

On December 31, 2013, the Company sold 30% shares of 22 Social Club Productions, Inc. to GAC, a related party in return of 100,000,000 restricted common shares from the share exchange agreement entered into on October 9, 2013. GAC held 30% of the outstanding common shares after this transaction.

On February 3, 2014, the Company entered into a stock purchase agreement receiving 90% of Dance Broadcast Systems, Inc. from Vinyl Groove Productions, Inc., and issuing 10,000 Series A Preferred shares with a voting privilege of 66.67% of all outstanding shares regardless of the number of common shares outstanding, to Vinyl Groove Productions, Inc. The transaction has been accounted for as a reverse merger where Dance Broadcast Systems, Inc. is deemed to be the acquirer and the surviving entity for accounting purposes.

The transaction is accounted for using the purchase method of accounting. As a result of the recapitalization and change in control, Dance Broadcast Systems, Inc. is the acquiring entity in accordance with ASC 805, Business Combinations. Accordingly, the historical financial statements are those of Dance Broadcast Systems, Inc., the accounting acquirer, immediately following the consummation of the reverse merger. Dance Broadcast Systems, Inc. was incorporated on January 13, 2014. The entertainment subsidiaries have been sold (Refer to Note 6).

Derivative Liabilities

The Company assessed the classification of its derivative financial instruments as of September 30, 2014, which consist of convertible instruments and rights to shares of the Company’s common stock, and determined that such derivatives meet the criteria for liability classification under ASC 815.

ASC 815 generally provides three criteria that, if met, require companies to bifurcate conversion options from their host instruments and account for them as free standing derivative financial instruments. These three criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under otherwise applicable generally accepted accounting principles with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument subject to the requirements of ASC 815. ASC 815 also provides an exception to this rule when the host instrument is deemed to be conventional, as described.

Financial Instruments

The Company’s balance sheet includes certain financial instruments. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period of time between the origination of these instruments and their expected realization.

ASC 820 Fair Value Measurements and Disclosures defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:

•

Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

FRONTIER BEVERAGE COMPANY, INC.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

September 30, 2014

	•		Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means.
	•		Level 3 - Inputs that are both significant to the fair value measurement and unobservable.

Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of September 30, 2014. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments. These financial instruments include accounts payable, accrued compensation and accrued expenses. As of September 30, 2014, the Company has determined that the only asset or liability measured at fair value is the derivative instrument related to an anti-dilution provision contained in Convertible Notes and valued using level 3 inputs.

Commitments and Contingencies

The Company follows ASC 450-20, Loss Contingencies, to report accounting for contingencies. Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated. There were no commitments or contingencies as of September 30, 2014.

Convertible Instruments

The Company evaluates and accounts for conversion options embedded in its convertible instruments in accordance with professional standards for “Accounting for Derivative Instruments and Hedging Activities”.

Professional standards generally provides three criteria that, if met, require companies to bifurcate conversion options from their host instruments and account for them as free standing derivative financial instruments. These three criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under otherwise applicable generally accepted accounting principles with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument. Professional standards also provide an exception to this rule when the host instrument is deemed to be conventional as defined under professional standards as “The Meaning of “Conventional Convertible Debt Instrument.”

The Company accounts for convertible instruments (when it has determined that the embedded conversion options should not be bifurcated from their host instruments) in accordance with professional standards when “Accounting for Convertible Securities with Beneficial Conversion Features,” as those professional standards pertain to “Certain Convertible Instruments.” Accordingly, the Company records, when necessary, discounts to convertible notes for the intrinsic value of conversion options embedded in debt instruments based upon the differences between the fair value of the underlying common stock at the commitment date of the note transaction and the effective conversion price embedded in the note. Debt discounts under these arrangements are amortized over the term of the related debt to their earliest date of redemption. The Company also records when necessary deemed dividends for the intrinsic value of conversion options embedded in preferred shares based upon the differences between the fair value of the underlying common stock at the commitment date of the note transaction and the effective conversion price embedded in the note.

FRONTIER BEVERAGE COMPANY, INC.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

September 30, 2014

ASC 815-40 provides that, among other things, generally, if an event is not within the entity’s control could or require net cash settlement, then the contract shall be classified as an asset or a liability.

Recent Accounting Pronouncements

The FASB has issued ASU No. 2014-12, Compensation – Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. This ASU requires that a performance target that affects vesting, and that could be achieved after the requisite service period, be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant date fair value of the award. This update further clarifies that compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. The amendments in this ASU are effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. Earlier adoption is permitted. The Company has not yet determined the effect of the adoption of this standard and it is not expected to have a material impact on the Company’s condensed consolidated financial position and results of operations.

The FASB has issued ASU No. 2014-09, Revenue from Contracts with Customers. This ASU supersedes the revenue recognition requirements in Accounting Standards Codification 605 - Revenue Recognition and most industry-specific guidance throughout the Codification. The standard requires that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. This ASU is effective on January 1, 2017 and should be applied retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying the ASU recognized at the date of initial application. The Company has not yet determined the effect of the adoption of this standard and it is not expected to have a material impact on the Company’s condensed consolidated financial position and results of operations.

In August 2014, the FASB issued a new accounting standard which requires management to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern for each annual and interim reporting period. If substantial doubt exists, additional disclosure is required. This new standard will be effective for the Company for annual and interim periods beginning after December 15, 2016. Early adoption is permitted. The Company expects to adopt this new standard for the fiscal year ending December 31, 2014 and the Company will continue to assess the impact on its consolidated financial statements.

The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on its results of operations, financial position or cash flow.

NOTE 2 – STOCKHOLDERS DEFICIT

The Company is authorized to issue up to 1,970,000,000 shares of common stock at $0.001 par value per share ("Common Stock") and 20,000,000 shares of preferred stock at $0.001 par value per share (“Preferred Stock”). As of September 30, 2014, the Company had 741,392,111 shares of Common Stock and 10,000 shares of Series A Convertible Preferred Stock issued and outstanding. Holders of Common Stock are entitled to one vote per share and are to receive dividends or other distributions when and if declared by the Company's Board of Directors. None of our Common Stock is subject to outstanding options or rights to purchase, nor do we have any issued and outstanding securities that are convertible into our Common Stock. We have not agreed to register any of our stock. We do not currently have in effect an employee stock option plan.

Holders of Series A Convertible Preferred Stock are entitled to 66.67% of the voting rights of the Company regardless of the number of common shares outstanding. These shares are eligible to receive dividends or other distributions when and if declared by the Company’s Board of Directors.

FRONTIER BEVERAGE COMPANY, INC.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

September 30, 2014

In February 2014, the Company issued 8,250,000 restricted common shares for services with a value of $31,600.

In March 2014, the Company issued 15,000,000 restricted common shares with a value of $0 as escrow for a loan.

In March 2014, the Company issued 30,300,000 restricted common shares for the conversion of $40,000 of debt and a loss on the settlement of $60,430 for the period from January 13, 2014 (date of inception) through September 30, 2014.

In March 2014, the Company issued 5,000,000 restricted common shares for services with a value of $19,000.

In March 2014, the Company issued 1,000,000 restricted common shares for payment of accounts payable of $1,500 and a loss on the settlement of debt of $2,600.

In May 2014, the Company issued 8,000,000 restricted common shares for services valued at $ 17,600.

In June 2014, the Company issued 40,000,000 common shares for the conversion of $32,500 in debt valued at $85,000.

In July 2014, the Company issued 53,611,111 common shares for the conversion of $28,500 in debt valued at $62,861.

In August 2014, the Company issued 100,000,000 common shares for the conversion of $29,500 in debt valued at $87,000.

In September 2014, the Company issued 317,700,000 common shares for the conversion of $61,482 in debt valued at $155,419.

Additional shares were issued and are discussed in Note 3 – RELATED PARTIES.

NOTE 3 – RELATED PARTIES

During the period from January 13, 2014 (date of inception) through September 30, 2014, the Company received no funds from related parties.

In March 2014, the Company issued to officers and directors, and a prior officer a total of 25,750,000 restricted common shares for the settlement of $87,500 of accrued wages and a loss on debt settlement of $16,200 for the period from January 13, 2014 (date of inception) through September 30, 2014.

Mr. Coogan waived any other salary or accruals for this quarter with the receipt of shares. The balance owed of $43,000 in the books of the subsidiary was written-off and recorded as a capital contribution and credited to additional paid-in capital as of June 30, 2014. (See Note 6).

Mr. Bailey, a former officer and director received an excess of value for his shares for which the Company took the charge above and his balance is $0.

Mr. Jamison received shares for his services with Frontier and a portion of his wage accruals from 22 Social Club, Inc. His accreued wage balance with Frontier Beverage Company , Inc. is $0.

FRONTIER BEVERAGE COMPANY, INC.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

September 30, 2014

On June 30, 2014, Mr Coogan received 5,000,000 restricted common shares for $8,000 in salary.

As of September 30, 2014 the Company sold its entertainment subsidiaries to a shareholder of the Company which included a liability payable to the Company amounting tp $100,613 (which represented a receivable on the Company’s balance sheet) Due to the uncertainty of the collectiboility ofd the receivable the Company reserved the amount in full (See Note 6).

NOTE 4 – CONVERTIBLE NOTES PAYABLE

At September 30, 2014 convertible notes payable consisted of the following:

	September 30, 2014
Convertible notes payable	$	238,701
Unamortized debt discount		(41,757)
Total	$	196,944

As of the date of reverse merger, the Company had balance of $240,339 in the convertible notes payable, conversion price being fixed at $0.005 per share.

On October 9, 2013, the convertible notes agreement was amended to allow conversion into shares of common stock at 50% discount to the lowest bid of stock’s market price during the last 20 days prior to conversion date.

The Company identified embedded derivatives related to the amended Convertible Promissory Note entered into on October 9, 2013. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $240,369 of the embedded derivative. The fair value of the embedded derivative was determined using the Black Scholes Model based on the following assumptions:

Dividend yield:	-0-	%
Expected volatility	100	%
Risk free rate:	0.05	%

The initial fair value of the embedded debt derivative of $240,339 was allocated with accumulated deficit as part of recapitalization effect.

During the three months ended September 30, 2014, $41,738 note payable was converted into 203,111,111 shares of common stock.

The fair value of the described embedded derivative of $785,637 at September 30, 2014 was determined using the Black Scholes Model with the following assumptions:

Dividend yield:	-0-	%
Expected volatility	338	%
Risk free rate:	0.03	%

At September 30, 2014, the Company adjusted the recorded fair value of the derivative liability to market resulting in non-cash, non-operating loss of $225,237 for the three months ended September 30, 2014 and gain of $11,418 for the period from January 13, 2014 (date of inception) through ended September 30, 2014.

FRONTIER BEVERAGE COMPANY, INC.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

September 30, 2014

Note issued on March 10, 2014:

On March 10, 2014, the a convertible note agreement was entered into for a total of $50,000 due on January 5, 2015 with an interest of 8% per annum and a draw against that note was received of $50,000. The agreement allows conversion into shares of common stock at 50% discount to the average of the three lowest intraday trading prices during the 15 days prior to conversion date.

The Company identified embedded derivatives related to the amended Convertible Promissory Note entered into on March 10, 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $96,856 of the embedded derivative. The fair value of the embedded derivative was determined using the Black Scholes Model based on the following assumptions:

Dividend yield:	-0-	%
Expected volatility	274%-275	%
Risk free rate:	0.05%-0.12	%

The initial fair value of the embedded debt derivative of $96,856 was allocated as a debt discount up to the proceeds of the note ($50,000) with remained ($46,496) charged to operations during the period ended September 30, 2014 as interest expense.

During the three months ended September 30, 2014 and for the period from January 13, 2014 (date of inception) through September 30, 2014, the Company amortized debt discount of $0 and $8,243 to current period operations as an interest expense, respectively.

During the three months ended September 30, 2014, $9,900 note payable was converted into 45,100,000 shares of common stock.

The fair value of the described embedded derivative of $181,663 at September 30, 2014 was determined using the Black Scholes Model with the following assumptions:

Dividend yield:	-0-	%
Expected volatility	334	%
Risk free rate:	0.02	%

At September 30, 2014, the Company adjusted the recorded fair value of the derivative liability to market resulting in non-cash, non-operating loss of $128,012 for three months ended September 30, 2014 and loss of $120,598 for the period from January 13, 2014 (date of inception) through ended September 30, 2014.

FRONTIER BEVERAGE COMPANY, INC.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

September 30, 2014

Debt settlement on June 4, 2014:

On June 4, 2014, the a convertible note agreement was entered into for a total of $103,344 due on December 2, 2014 with an interest of 0% per annum. The agreement allows conversion into shares of common stock at 50% discount to the lowest intraday trading prices during the 15 days prior to conversion date. Part of the $103,334 convertible note payable consisted of $31,160 after recording a gain on settlement of debt of $0 during the three months ended September 30, 2014 and for the period from January 13, 2014 (period of inception) through September 30, 2014 $19,454 as per the settlement agreement reached with a creditor reducing the debt from $50,614 to $31,160.

The Company identified embedded derivatives related to the amended Convertible Promissory Note entered into on June 4, 2014. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value of $186,093 of the embedded derivative. The fair value of the embedded derivative was determined using the Black Scholes Model based on the following assumptions:

Dividend yield:	-0-	%
Expected volatility	210	%
Risk free rate:	0.05	%

The initial fair value of the embedded debt derivative of $186,093 was allocated as a debt discount up to the proceeds of the note ($103,344) with remained ($82,729) charged to operations during the period from January 13, 2014 (date of inception) through September 30, 2014 as interest expense.

During the three months ended September 30, 2014 and for the period from January 13, 2014 (period of inception) through September 30, 2014, the Company amortized debt discount of $56,648 and $103,334,respectively to current period operations as an interest expense.

During the three months ended September 2014 $70,844 principal was converted into 223,100,000 shares of common stock, with a value of $187,784. For the period of January 13, 2014 (period of inception) through September 30, 2014, the Company issued 263,100,000 common shares on a principal amount of $103,344 with a value of $272,784.

At September 30, 2014, the Company adjusted the recorded fair value of the derivative liability to market resulting in non-cash, non-operating gain of $113,359 for the three months ended September 30, 2014 and $133,788 for the period from January 31, 2014 (date of inception) through ended September 30, 2014.

During the three months ended September 30, 2014, the Company extinguished derivative liability of $247,131 and recorded a gain on conversion of debt of $46,187 on all the above convertible debts.

NOTE 5 - FAIR VALUE OF FINANCIAL INSTRUMENTS

ASC 825-10 defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and considers assumptions that market participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance. ASC 825-10 establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 825-10 establishes three levels of inputs that may be used to measure fair value:

FRONTIER BEVERAGE COMPANY, INC.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

September 30, 2014

Level 1 - Quoted prices in active markets for identical assets or liabilities.

Level 2 - Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3 - Unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities.

To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is disclosed is determined based on the lowest level input that is significant to the fair value measurement.

Items recorded or measured at fair value on a recurring basis in the accompanying financial statements consisted of the following items as of September 30, 2014:

			Fair Value Measurements at September 30, 2014 using:
	September 30, 2014		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Liabilities:
Debt Derivative liabilities	$	967,301		-		-	$	967,301

The debt derivative liabilities is measured at fair value using quoted market prices and estimated volatility factors based on historical prices for the Company’s common stock and are classified within Level 3 of the valuation hierarchy.

The following table provides a summary of changes in fair value of the Company’s Level 3 financial liabilities as of September 30, 2014:

	Debt Derivative Liability
Balance, at inception	$	-
Balance of debt derivatives at note issuances in Frontier pre-merger		676,331
Initial fair value of debt derivatives at note issuances		281,871
Extinguished derivative liability		(299,236)
Mark-to-market at September 30, 2014
Embedded debt derivatives		(290,137)
Balance, September 30, 2014	$	967,301

Net loss for the period included in earnings relating to the liabilities held at September 30, 2014	$	290,137

FRONTIER BEVERAGE COMPANY, INC.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

September 30, 2014

Level 3 Liabilities are comprised of bifurcated convertible debt features on convertible notes.

NOTE 6- SALE OF SUBSIDIARIES

In May 2014 the company sold its 51% stake in Blue 22 Entertainment for the receipt of 50 million common shares of NX Global, Inc. stock. Because the stock received does not have a current filing on Pink Sheets no value has been placed on the stock and no gain or loss has been recognized.

All remaining entertainment subsidiaries were sold on June 24, 2014. The company does not retain any rights nor any liabilities of the disposed of subsidiaries.

In accordance with ASC subtopic 842-10 a parent shall account for the deconsolidation of a subsidiary or dercognition of a group of assets specified in ASC 810-10-40-3A by recognizing a gain or loss in net income attributable to the parent, measured as the difference between the carrying amount of the former subsidiaries assets and liabilities. As of the date of the sale the subsidiaries balance sheet considted of $143,942 of liabilities due to related parties, $100,613 of which was owed to the parent. Accordingly, the Company recorded this transaction in additional paid in cvapital instead of as a gain due to the liabilities being associated with related parties.

As of June 30, 2014, the Company had an intercompany receivable balance of $100,613 due from the subsidiary. Due to the uncertainty of the collectability of the receivable, the Company determined that it should be fully reserved until negotiations related to payment terms are finalized with the acquirer.

The consideration to be received for the sale of the subsidiaries consisted of consulting services that expired in August 2014 valued at $10,000.

NOTE 7– SUBSEQUENT EVENTS

We have evaluated subsequent events through the date the unaudited condensed consolidated financial statements were available to be issued, and did not have any material recognizable subsequent events, other than the following:

From October 1 through November 10, 2014, the Company issued a total of 1,173,022,800 common shares for the conversion of debt in the amount of $91,677.

On October 16, 2014, the Company filed Certificate of Amenment to Articles of Incorporation in the State of Nevada to increase auhorized common stock capital to 2,970,000,000 shares.

Ian Hobday became president and Director on November 1, 2014 with the effectiveness of the resignation of Thomas L Crom and William Coogan from all positions.

On October 31, 2014, the Company incorporated in Wyoming by filing Articles of Incorporation with 5,000,000,000, par value $0.001 common shares authorized and 20,000,000 preferred shares, par value $0.001.

On November 3, 2014, the Nevada corporation was dissolved. A Form 8-K was filed on November 5, 2014 with all pertinent information attached.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

We urge you to read the following discussion in conjunction with management’s discussion and analysis contained in our Annual Report on Form 10-K for the year ended December 31, 2013, as well as with our unaudited condensed financial statements and the notes thereto included elsewhere herein.

CAUTION REGARDING FORWARD-LOOKING STATEMENTS

Our prospects are subject to uncertainties and risks. In this Quarterly Report on Form 10-Q, we make forward-looking statements in this Item 2 and elsewhere that also involve substantial uncertainties and risks. These forward-looking statements are based upon our current expectations, estimates and projections about our business and our industry, and reflect our beliefs and assumptions based upon information available to us at the date of this report. In some cases, you can identify these statements by words such as “if,” “may,” “might,” “will, “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” “continue,” and other similar terms. These forward-looking statements include, among other things, projections of our future financial performance and our anticipated growth, descriptions of our strategies, our product and market development plans, and other objectives, expectations and intentions, the trends we anticipate in our business and the markets in which we operate, and the competitive nature and anticipated growth of those markets.

We caution readers that forward-looking statements are predictions based on our current expectations about future events. These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties and assumptions that are difficult to predict. Our actual results, performance or achievements could differ materially from those expressed or implied by the forward-looking statements as a result of a number of factors, including but not limited to the risks and uncertainties discussed in our other filings with the SEC or our sales results or changes in costs associated with ingredients for our products, manufacture of our products, distribution and sales. We undertake no obligation to revise or update any forward-looking statement for any reason.

Overview

Frontier Beverage Company, Inc. is primarily engaged in the entertainment business with two subsidiaries partially owned, 22 Social Club Productions, Inc. (70%) and Dance Broadcast Systems, Inc.(90%) accounted for as reverse acquisition in 2013 and 2014, respectively. We still have the formulas and marketing capability for the beverage products and intend to distribute them through third party representation.

All remaining entertainment subsidiaries were sold on September 24, 2014. The company does not retain any rights nor any liabilities of the disposed of subsidiaries.

In accordance with ASC subtopic 842-10 a parent shall account for the deconsolidation of a subsidiary or dercognition of a group of assets specified in ASC 810-10-40-3A by recognizing a gain or loss in net income attributable to the parent, measured as the difference between the carrying amount of the former subsidiaries assets and liabilities. As of the date of the sale the subsidiaries balance sheet consisted of $143,942 of liabilities due to related parties, $100,613 of which was owed to the parent. Accordingly, the Company recorded this transaction in additional paid in cvapital instead of as a gain due to the liabilities being associated with related parties.

The consideration to be received for the sale of the subsidiaries consisted of consulting services that will expire in August 2014 valued aty $10,000.

In June 2014 the Company entered into an agreement to be the distributor at retail of a oil emulsification product used to separate oil from various waste streams produced from oil wells, and oil storage or shipping. We will issue 5,000 preferred shares, when available, after filing a designation which will be earned upon issuance.

The Company's Common Stock is quoted on the OTC Market Groups, Inc. OTCQB (the “OTCQB”) under the symbol "FBEC."

Basis of presentation and going concern uncertainty

The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America (“GAAP”), which contemplates continuation of the Company as a going concern, which is dependent upon the Company's ability to establish itself as a profitable business. At September 30, 2014, the Company has an accumulated deficit of $2,160,967 and has incurred net loss of $879,240 from continuing operations for the period from January 13, 2014 (date of inception) through September 30, 2014. The Company’s ability to continue in business is dependent upon obtaining sufficient financing or attaining profitable operations; however, there can be no assurance that management will be successful in obtaining additional funding or in attaining profitable operations, therefore these matters raise substantial doubt about the Company's ability to continue as a going concern. These unaudited condensed consolidated financial statements do not include any adjustments that might result from the outcome of these uncertainties, nor do they include adjustments relating to the recoverability and realization of assets and classification of liabilities that might be necessary should the Company be unable to continue in operation.

Critical Accounting Policies

There have been no changes from the Critical Accounting Policies described in the Annual Report on Form 10-K filed with the Securities and Exchange Commission on April 16, 2014.

Recent Events

Change of Control

On July 1, 2013, Ruben Yakubov, an unrelated third party, entered into a stock purchase agreement with the Company and certain stockholders (the “Selling Shareholders”) of the Company, pursuant to which, the Selling Shareholders sold an aggregate of 15,978,000 shares of Common Stock of the Company to Mr. Yakubov for an aggregate purchase price of $197,500, constituting approximately 85% of the Company’s issued and outstanding Common Stock.

On October 9, 2013, the Company entered into share exchange agreement to acquire 100% of the issued and outstanding share capital with Gallant Acquisition Corp. (GAC) the 100% owner of all of the issued and outstanding share capital of 22 Social Club Productions (22 SCP) and its subsidiaries, Blue 22 Entertainment and Appquest, Inc. for 140,000,000 common shares of the Company and 5,000,000 shares of common stock of the Company to Appquest, Inc. Effectively, 22 SCP held 89% of the issued and outstanding common shares of the Company and the transaction has been accounted for as a reverse merger, where 22 SCP is deemed to be the acquirer and or the surviving entity for accounting purposes.

The transaction is accounted for using the purchase method of accounting. As a result of the recapitalization and change in control, 22 SCP is the acquiring entity in accordance with ASC 805, Business Combinations. Accordingly, the historical financial statements are those of 22 SCP, the accounting acquirer, immediately following the consummation of the reverse merger.

As of June 30, 2014 the entertainment subsidiaries were sold for a value of $10,000 in exchange for consulting services.

A settlement agreement was reached with a creditor reducing the debt from $50,614 resulting in a gain on settlement of debt of $19,454. The debtor has been paid in full.

On June 30, 2014, the Company amended its Articles of Incorporation authorizing 950,000,000, par value $.001 common shares and 20,000,000 par value $.001 preferred shares.

On September 8, 2014, the Company amended its Articles of Incorporation authorizing 1,970,000,000, par value $.001 common shares and 20,000,000 par value $.001 preferred shares.

On October 16, 2014, the Company amended its Articles of Incorporation authorizing 2,970,000,000 , Par value $.001 common shares and 20,000,000 par value $.001 preferred shares.

On October 31, 2014, the Company re-domiciled to the State of Wyoming. The Wyoming Articles of Incorporation authorize 5,000,000,000, par value $.001 commo shares and 20,000,000, par value $.001 preferred shares with all the same rights and privileges as in the State of Nevada.

On November 3, 2014, the Company dissolved the Nevada Articles of Incorporation.

Effective October 31, 2014 William Coogan and Thomas Crom resigned from all positions held at the close of business.

Effective November 1, 2014 Ian Hobday became President and Director after his nomination on October 24, 2014.

Liquidity and Capital Resources

We began current operations in February 2014 and have yet to attain a level of operations which allows us to meet our current overhead requirements. We do not contemplate attaining profitable operations prior to 2015 and there is no assurance that such an operating level will ever be achieved. We will be dependent upon obtaining additional financing in order to adequately fund working capital, infrastructure, production expenses and significant marketing related expenditures to gain market recognition, so that we can achieve a level of revenue adequate to support our cost structure, none of which can be assured. These factors raise substantial doubt about our ability to continue as a going concern and the accompanying financial statements do not include any adjustments related to the recoverability or classification of asset carrying amounts or the amounts and classification of liabilities that may result should we be unable to continue as a going concern.

As of September 30, 2014, the Company’s cash balance was $0. Outstanding debt as of September 30, 2014 totaled $261,376 all of which is attributable to loans. The Company’s working capital deficit as of September 30, 2014 was $1,215,075.

The Company will need to raise additional capital to expand operations to the point at which the Company can achieve profitability. The terms of financing that may be raised may not be on terms acceptable by the Company. If adequate funds cannot be raised outside of the Company, the Company’s current stockholders may need to contribute funds to sustain operations. The Company does not have any agreements with any of its stockholders to provide any capital and there can be no assurance that any stockholder would be able or willing to fund the Company's continued operations.

For the period from January 13, 2014 (date of inception) through ended September 30, 2014, we used $50,000 of cash in operating activities primarily due ot net loss of $879,240 offset with adjustments for non cash items of $725,607 and changes in operating liabilities of $103,632.

For the period from January 13, 2014 (date of inception) through ended September 30, 2014, proceeds from financing activities were from the issuance of promissory notes of $50,000.

Results of Operations

For The Period From January 13, 2014 (date of inception) through September 30, 2014

For the period from January 13, 2014 (date of inception) through September 30, 2014, the Company’s revenue totaled $0, for which its respective cost of revenues totaled $0.

During the period from January 13, 2014 (date of inception) through September 30, 2014, the Company reported no sales of its beverage products or from its delivery of chemicals. The chemicals will begin distribution in the fourth quarter.

For the from January 13, 2014 (date of inception) through September 30, 2014, the Company had operating expenses totaling $325,693. These costs were primarily from $149,200 of consulting fees, $100,613 in bad debt expense, accounting and auditing fees $26,000 and $33,500 in wages.

The Company settled several debts incurring loss of $59,766 from settlement and a gain of $45,792 from conversion of debt. The Company also recognized a loss on change in the fair value of derivatives of $290,137 related to its convertible notes payable. Recognition of $249,426 of interest expense also was incurred.

For The Three Months Ended September 30, 2014

For the three months ended September 30, 2014, the Company reported no sales. Operating expenses were $21,016 consisting primarily of $8,000 in consulting fees, $5,816 in public company expenses and $7,200 in accounting and professional fees.

The Company recognized a gain of $46,187 from conversion of debt. The Company also recognized a loss on change in the fair value of derivatives of $561,296 related to its convertible notes payable. Recognition of $61,252 of interest expense also was recognized.

Off Balance Sheet Arrangements

We do not have any off balance sheet arrangements.

Inflation

The Company believes that inflation has not had, and is not expected to have, a material effect on our operations.

Climate Change

We believe that neither climate change, nor governmental regulations related to climate change, have had, or are expected to have, any material effect on our operations.

Recently Issued Accounting Pronouncements

The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on its results of operations, financial position or cash flow.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Our Company is a “smaller reporting company” as defined by Rule 12b-2 of the Exchange Act, and as such, is not required to provide the information required under this Item.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934 ("Exchange Act"), Michael Jamison, the Company's President and Principal Executive Officer and Treasurer and Principal Accounting Officer ("CFO") (the Company’s principal financial and accounting officer), initially evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined under Rule 13a-15(e) under the Exchange Act) as of the end of the period covered by this report.

Based upon that initial evaluation, Mr. Coogan concluded, upon consultation with prior management, that the Company’s disclosure controls and procedures were not effective as of September 30, 2014 to ensure that information required to be disclosed by the Company in the reports that the Company files or submits under the Exchange Act, is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Company’s management, including the Company’s President/CFO, as appropriate, to allow timely decisions regarding required disclosure, due to the material weaknesses described below.

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company's annual or interim financial statements will not be prevented or detected on a timely basis.

The Company believes its weaknesses in internal controls and procedures is due to the Company's lack of sufficient personnel with expertise in the area of SEC, GAAP and tax accounting procedures. In addition, the Company lacks the personnel structure, size and complexity to segregate duties sufficiently for proper controls.

The Company is currently without sufficient funds to hire additional personnel with expertise in these areas and to segregate duties for proper controls and until such time as additional personnel are hired, the Company believes that it will continue to recognize a weakness in its internal controls and procedures. The Company currently engages outside consultants to assist in the areas of tax and accounting procedures.

The Company plans to hire additional personnel to properly implement a control structure when and if the appropriate funds become available. In the meantime, the Chief Executive Officer/Financial Officer will continue to perform or supervise the performance of additional accounting and financial analyses and other post-closing procedures including detailed validation work with regard to balance sheet account balances, additional analysis on income statement amounts and managerial review of all significant account balances and disclosures, to ensure that the Company's Annual Report and the financial statements forming part thereof are in accordance with GAAP.

Changes in Internal Control Over Financial Reporting

During the three months ended September 30, 2014, there were no changes in our internal control over financial reporting that occurred during 2014 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Limitations on the Effectiveness of Controls

Our disclosure controls and procedures provide our principal executive and financial officer with reasonable assurances that our disclosure controls and procedures will achieve their objectives. However, our management does not expect that our disclosure controls and procedures or our internal control over financial reporting can or will prevent all human error. A control system, no matter how well designed and implemented, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Furthermore, the design of a control system must reflect the fact that there are internal resource constraints, and the benefit of controls must be weighed relative to their corresponding costs. Because of the limitations in all control systems, no evaluation of controls can provide complete assurance that all control issues and instances of error, if any, within our company are detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur due to human error or mistake. Additionally, controls, no matter how well designed, could be circumvented by the individual acts of specific persons within the organization. The design of any system of controls is also based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated objectives under all potential future conditions.

Management is aware that there is a lack of segregation of duties at the Company due to the fact that the Company has only one director and executive officer dealing with general administrative and financial matters. This constitutes a significant deficiency in the internal controls. Management has decided that considering the officer/director involved, the control procedures in place, and the outsourcing of certain financial functions, the risks associated with such lack of segregation were low and the potential benefits of adding additional employees to clearly segregate duties did not justify the expenses associated with such increases. Management plans to re-evaluate this situation periodically. In light of the Company’s current cash flow situation, the Company does not intend to increase staffing to mitigate the current lack of segregation of duties within the general administrative and financial functions.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEDINGS

There are no material pending legal or governmental proceedings relating to our Company or its properties to which we are a party, and to our knowledge, there are no material proceedings to which any of our directors, executive officers, affiliates or shareholders are a party adverse to us or have a material interest adverse to us.

ITEM 1A. RISK FACTORS

Our Company is a “smaller reporting company” as defined by Rule 12b-2 of the Exchange Act, and as such, is not required to provide the information required under this Item.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEEDS

There are no unreported sales of unregistered securities during the nine months ended September 30, 2014.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS

The following exhibits are filed with this Quarterly Report on Form 10-Q or are incorporated by reference as described below.

Exhibit	Description
3.5	Amended Articles of Incorporation October 16, 2014 State of Nevada as filed on Form 8-K October 27, 2014
3.6	Articles of Incorporation October 31, 2014 State of Wyoming Dissolution of Corporation Nevada November 3, 2014 As filed on Form 8-K November 5, 2014
31.1	Certification of Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a-14a/Rule 14d-14(a)*
32.1	Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350*
101.1	Interactive data files pursuant to Rule 405 of Regulation S-T*

*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.


November 14, 2014	FRONTIER BEVERAGE COMPANY, INC.

	By:	/s/ Ian Hobday

		President and Treasurer (Principal Executive Officer, Principal Financial and Accounting Officer and Authorized Signatory)

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FBEC Worldwide (FBEC) 10-Q2014 Q3 Quarterly report

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