UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of report (Date of earliest event reported): June 2, 2014

Boreal Water Collection, Inc.

(Exact name of registrant as specified in its charter)

Registrant's telephone number, including area code: (845) 794-0400

________________________________________

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[_] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01 Entry Into Material Definitive Agreement

On May 25, 2014, Boreal Water Collection, Inc. (“Company”) entered into an unsecured convertible promissory note agreement (“Note”) with JSJ Investments, Inc. (“JSJ” or “holder”). The Note is titled “12% Convertible Note.” The principal amount of the Note is $76,256.21. The maturity date is November 25, 2014. There are no periodic or installment payments. There is a 150% cash redemption premium on the principal amount only, upon approval by JSJ. The interest rate and default interest rate is 12% per annum. The loan amount was received by the Company on June 2, 2014.

The Note is convertible into Company common stock. The conversion amount is the Note principal plus default interest, if any, the latter included in the discretion of the holder. The conversion price is a 45% discount of the 3 lowest trades on the previous 20 days before the conversion notice date. The holder may, if in accordance with Rule 144, convert the Note in full or in parts at any time up until the maturity date. There is a 25% penalty (increase in number of shares converted) if the stock certificate so requested is not received by the holder within 3 business days of receipt of the conversion notice by the Company. The 25% penalty is per day commencing on the 4^th day after receipt of the conversion notice. The Company is required to reserve at least 200% of the number of shares that could be converted under the Note (as measured by the loan principal only). Governing law and enforcement is in accordance with Texas law.

On May 25, 2014, the Company entered into an unsecured convertible promissory note agreement (“Replacement Note”) with JSJ Investments, Inc. (“JSJ” or “holder”). The Note is titled “Replacement Convertible Note.” The principal amount of the Replacement Note is $68,082.38. The maturity date is May 25, 2014. There are no periodic or installment payments. There is a 150% cash redemption premium on the principal amount only, upon approval by JSJ. The interest rate and default interest rate is 12% per annum. The loan amount was received by the Company on June 2, 2014.

The Note is convertible into Company common stock. The conversion amount is the Note principal plus default interest, if any, the latter included in the discretion of the holder. The conversion price is a 45% discount of the 3 lowest trades on the previous 10 days before the conversion notice date or 10 days before the date of issuance of the Replacement Note. The holder may, if in accordance with Rule 144, convert the Note in full or in parts at any time up until the maturity date. There is a 25% penalty (increase in number of shares converted) if the stock certificate so requested is not received by the holder within 3 business days of receipt of the conversion notice by the Company. The 25% penalty is per day commencing on the 4^th day after receipt of the conversion notice. The Company is required to reserve at least 200% of the number of shares that could be converted under the Note (as measured by the loan principal only). Governing law and enforcement is in accordance with Texas law.

JSJ, by a Conversion Notice dated May 25, 2014, converted the entire amount of the Replacement Note, $68,082.38, into unrestricted Company common shares. The conversion price per share was $0.00641. The number of shares issued was 10,621,266. An attorney’s opinion addressed to the Company’s transfer agent validated the holder’s reliance on Rule 144 of the SEC enabling the issuance of unrestricted Company common shares.

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 hereunto duly authorized.

Dated: June 4, 2014