SUBSEQUENT EVENTS

9 Months Ended

Sep. 30, 2011

19.	SUBSEQUENT EVENTS

On November 7, 2011, the Company entered into a Joint Venture Agreement (“Agreement”) with Pompano Dive Center, LLC. (“PDC”). PDC owns a retail store, several dive boats, and has a classroom for training divers.

Under the terms of the Agreement, the Company will provide PDC with an assortment of Brownie’s Third Lung products at no cost, and PDC will act as a training and demonstration site for Brownie’s Third Lung products. The inventory will remain the property of BWMG.

In addition, under the terms of the Agreement, the parties have entered into a Non-Binding Letter of Intent for the possible sale of PDC’s business to BWMG. The premise of the transaction, which is still in discussion phase, is the exchange of BWMG’s stock for the yet to be agreed upon value of PDC. In anticipation of a purchase transaction, the Agreement provides BWMG with a 33% interest in PDC, and for BWMG to issue 4,581,505 restricted shares of its common stock to PDC. Further, PDC is required to remit no later than 45 days from the end of each quarter, a 33% share in pre-tax net profits. At least 50% of the total pre-tax profits are required for distribution under the Agreement, and BWMG is not required to share in losses. If PDC decides to sell any inventory provided by the Company, the purchase price will be the same as that offered to other Dealers of the Company’s products.

If this Agreement is terminated by either party and/or a written purchase and sales agreement is not entered into by the parties, then the parties’ respective interests in each other’s business will revert back to the original party. Accordingly, if this should happen, PDC will relinquish the interest acquired in BWMG through this Agreement and BWMG will do the same. All property at PDC owned by BWMG would be returned to BWMG at that time as well.

On November 7, 2011, the Company issued 657,040 restricted shares of its common stock to a Corporation, which one of the Company's Board of Directors has a financial interest, for approximately $4,000 in consulting services.

On November 3, 2011, the Company converted an aged account payable trade of $5,607 for 683,820 shares of restricted common stock.