Securities and Exchange Commission
                             Washington, D. C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

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

                         Date of Report: July 29, 20002

                           XSTREAM BEVERAGE GROUP, INC
                       -----------------------------------
                (Name of Registrant as specified in its charter)

         Nevada                            33-30158-A         62-1386351
       --------                         -------------        -----------
  (State or other jurisdiction of     (Commission File       (IRS Employer
 incorporation or organization)          No.)              Identification No.)



            621 NW 53rd Street, Suite 141, Boca Raton, Florida 33431
          -------------------------------------------------------------
          (Address and telephone number of principal executive offices)


                    INFORMATION TO BE INCLUDED IN THE REPORT

Item 2.  Acquisition or Disposition of Assets.

On April 30, 2002 we acquired all of the issued and outstanding shares of common
stock of Buzzy's Beverages, Inc. ("Buzzy") in exchange for the issuance of
571,478 shares of our common stock which we valued at $2 million. The
transaction was subject to Buzzy's providing us with audited financial
statements. Pending receipt of required documentation from Buzzy's, we never
issued the shares to Buzzy's shareholders

We have determined that Buzzy's cannot provide the required audited financial
statements. As a result, we are unilaterally rescinding the agreement. In
addition we have discovered certain facts that will likely give rise to an
independent cause of action against the shareholders of Buzzy's.


Item 5.  Other Events

On May 24, 2002 we signed a Letter of Intent to acquire all of the issued and
outstanding shares of common stock of Dark Dog Sale & Retail Vertriebs GmBh, an
Austrian company. Subject to our completion of our due diligence, securing
adequate financing and execution of a definitive






agreement on or before November 30, 2002, we will acquire all of the issued and
outstanding common stock of Dark Dog for (U.S.) $9 million in cash payable over
at least three years and $25 million of our common stock.

Dark Dog is an energy drink sold throughout Europe. The Company has signed a
distributorship agreement for distribution in the United States. Dark Dog had
sales of (U.S.)$9.5 million last year and expects to see a significant growth in
revenues for 2002.

There can be no assurance that we will be successful in closing this
transaction.


                                   SIGNATURES

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


Xstream Beverage Group,  Inc..


     /s/Theodore Farnsworth
- ---------------------------------
BY: Theodore Farnsworth, Chariman


Dated: This 31st day of July 2002