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                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

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

                 Date of Earliest Event Reported: March 31, 2016


                            SOUTH BEACH SPIRITS, INC.
             (Exact name of registrant as specified in its charter)

         Nevada                        001-36549                  46-2084743
(State of Incorporation)        (Commission File Number)      (I.R.S. Employer
                                                             Identification No.)

1411 Sawgrass Parkway, Suite B, Sunrise, FL                          33323
  (Address of principal executive offices)                         (Zip Code)

       Registrant's telephone number, including area code: (800) 670-3879

              (Former name or 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 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 (17CFR 240-14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
    Exchange Act (17 CFR 240-13e-4(c))

As used in this Current Report on Form 8-K and unless otherwise  indicated,  the
terms "SBES," "THE COMPANY,"  "WE," "US" and "OUR" refer to South Beach Spirits,
Inc.

ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

On June  8,  2016,  SBES  issued  a press  release  that it had  entered  into a
definitive securities exchange agreement (the "EXCHANGE AGREEMENT") to acquire a
100%  interest  in St.  Martin  Powerboats,  LLC  ("ST.  MARTIN"),  an  American
watercraft  designing,  manufacturing,  and marketing  business based in Mentor,
Ohio, from Paul Spivak, St. Martin's sole member and President,  in exchange for
the issuance to Mr. Spivak of a 51% equity  interest in SBES. Upon completion of
this  transaction,  St.  Martin will  become a  wholly-owned  subsidiary  of the
Company and the  management of St.  Martin,  including Mr.  Spivak,  will assume
management  roles at SBES.  Management of the Company  believes the  transaction
will strengthen the Company's access to additional  potential sources of working
capital and enable it to continue to implement its current business  strategy to
become a leading  holding  company for producing and marketing a wide variety of
"LIFESTYLE" products, including distilled spirits. Closing of the transaction is
subject to satisfaction of customary closing conditions.

St.  Martin has been in the business of designing,  manufacturing  and marketing
watercraft  since  2007,  with a focus on  compact  and mini  performance  boats
between 12 and 15 feet in length.  The small and lightweight  characteristics of
St. Martin's  powerboats make them exceptional  performers even when compared to
larger  speedboats.  St. Martin also manufactures and markets a 27-foot offshore
vessel,  whose  production  is  limited  to just 50  boats  a year.  St.  Martin
anticipates  launching  additional  specialty  branded  models  of  its  popular
mini-powerboat designs in the near future.

ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES.

The  disclosure  set  forth in ITEM 5.02 of this  Current  Report on Form 8-K is
incorporated into this item by reference.

ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
          APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN
          OFFICERS.

On March 31, 2016,  the Company  issued  25,000,000  "RESTRICTED"  shares of its
common  stock to Martin D. Ustin,  our  current  Chief  Executive  Officer and a
director  in  consideration  of his  services  as an  executive  officer  of the
Company.  Except for the issuance of the shares of common  stock,  Mr. Ustin has
not been  compensated for his services as the Company's Chief Executive  Officer
since he was appointed to that position  effective  December 7, 2015. The shares
of common stock issued to Mr. Ustin were issued  pursuant to the exemption  from
registration  afforded  by Section  4(a)(2) of the  Securities  Act of 1933,  as
amended and Regulation D thereunder.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits

Exhibit Number                     Description
--------------                     -----------

    10.1         Securities Exchange Agreement dated as of June 8, 2016

    99.1         Press release dated May 31, 2016

                                       2

                                    SIGNATURE

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.

                                     SOUTH BEACH SPIRITS, INC.


Dated: June 15, 2016                 By: /s/ Vincent Prince
                                         ---------------------------------------
                                         Vincent Prince, Chief Financial Officer