S-1MEF

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM S-1

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                    Blue Water Global Group, Inc.                    

 (Exact name of registrant as specified in its charter)

                                          Nevada                                             

 (State or other jurisdiction of incorporation or organization)

                                            5810                                               

 (Primary Standard Industrial Classification Code Number)

                                       45-0611648                                         

 (I.R.S. Employer Identification Number)

                          202 Osmanthus Way, Canton, GA  30114; Tel: (949) 264-1475, Fax: (949) 607-4052                          

 (Address, including zip code, and telephone number, including are code, of registrant’s principal executive offices)

                                202 Osmanthus Way, Canton, GA  30114; Tel: (949) 264-1475                                

(Name, address, including zip code, and telephone number, including area code, of agent for service)

With copies to:

Taurus Financial Partners, LLC, c/o The Mailbox #5241, P. O. Box 523882, Miami, FL  33152-3882

Tel: (512) 772-1542; Fax: (512) 772-1569

                  As soon as practicable after the effective date of this registration statement                          

 (Approximate date of commencement of the proposed sale to the public)

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933 check the following box.  x

If this form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  ¨

If this form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  ¨

If this form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.
¨

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.  (Check one):

Large Accelerated Filer ¨                                                                                                        Accelerated Filer    ¨

Non-Accelerated Filer   ¨  (Do not check if a smaller reporting company)            Smaller Reporting Company x 

Calculation of Registration Fee

Title of Each Class of Securities to be Registered		Proposed Maximum Aggregate Offering Price (1)(2)		Amount of Registration Fee
Common Stock, $0.001 par value	$	210,000	$	24.41

(1)

Estimated solely for the purpose of calculating the amount of the registration fee in accordance with Rule 457(o) under the Securities Act.

(2)

The shares being registered pursuant to this Registration Statement are in addition to the $1,050,000 of shares registered pursuant to the Registrant’s Registration Statement on Form S-1 (Registration No. 333-200306).

This Registration Statement shall become effective upon filing in accordance with Rule 462(b) under the Securities Act of 1933.

EXPLANATORY NOTE AND INCORPORATION OF

CERTAIN INFORMATION BY REFERENCE

This Registration Statement on Form S-1 related to the public offering of common stock of Blue Water Global Group, Inc. contemplated by the Registration Statement on Form S-1 (File No. 333-200306), as amended (“Prior Registration Statement”), declared effective on January 5, 2015 by the Securities and Exchange Commission, and is filed pursuant to Rule 462(b) promulgated under the Securities Act of 1933, as amended, solely to increase the aggregate offering price of shares to be offered in the public offering by $210,000.  The contents of the Prior Registration Statement, including all exhibits thereto, are hereby incorporated by reference.

2

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this amendment to the registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, on the Island of St. Maarten, Dutch West Indies on the 16th day of January, 2015.

BLUE WATER GLOBAL GROUP, INC.

By:

/s/ J. Scott Sitra                                          

J. Scott Sitra

President and Chief Executive Officer

Pursuant to the requirements of the Securities Act, this amendment to the registration statement has been signed by the following persons in the listed capacities on January 16, 2015:

By:

/s/ J. Scott Sitra                                                                            

J. Scott Sitra

President, Chief Executive Officer,

Principal Executive Officer, Secretary, Treasurer,

Principal Financial Officer, Principal Accounting Officer and

Sole Director

EXHIBIT INDEX

Exhibit

Number

Description of Exhibit

5.1

Opinion of Babb & Epperly, PLLC

23.1

Consent of M&K CPAS, PLLC

23.2

Consent of Babb & Epperly, PLLC (contained in Exhibit 5.1)

3

EX-5

Rebecca Babb

Lisa D. Epperly

(Licensed in NC, SC & FL)

(Licensed in NC)

_________________________________________

____________________________________________________________________________

January 13, 2015

Board of Directors

202 Osmanthus Way

Canton, GA  30114

Ladies and Gentlemen:

We have acted as special counsel to Blue Water Global Group, Inc., a Nevada corporation

(“Company”), in connection with the filing by the Company of a Registration Statement on Form

S-1 (“Registration Statement”), with the Securities and Exchange Commission pursuant to Rule

462(b) of Regulation C promulgated under the Securities Act of 1933, as amended, relating to up to

$210,000 of shares (“Shares”) of the Company’s common stock, $0.001 par value (“Common

Stock”).

As the special counsel to the Company in connection with the Registration Statement, we

have examined the actions taken by the Company in connection with the authorization of the

issuance of the Shares, and such documents as we have deemed necessary to render this opinion.

Based upon and subject to the foregoing, it is our opinion that the Shares have been duly

authorized, and when issued will be validly issued, fully paid, and non-assessable.

We consent to the use of this opinion as an exhibit to the Registration Statement and further

consent to all references to us in the Registration Statement and any amendments thereto.

With kindest regards, I am,

Very truly yours,

/s/ Lisa D. Epperly
Lisa D. Epperly

Managing Partner

(252) 916-8052 Cell

(503) 907-8052 Fax

LEpperly@BabbEpperly.com

Post Office Box 38151 | Charlotte, North Carolina 28278 | tel 252-916-8052 | fax 503-907-8052

EX-23

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We hereby consent to the incorporation in this Registration Statement on Form S-1 of our report dated March 27, 2014, of Blue Water Global Group, Inc., relating to the audit of the financial statements as of December 31, 2013 and 2012, and for the years then ended and for the period from March 3, 2011 (inception) through December 31, 2013, and the reference to our firm under the caption “Experts” in the Registration Statement.

/s/ M&K CPAS, PLLC 

www.mkacpas.com

Houston, Texas

January 14, 2015