As filed with the Securities and Exchange Commission on August 2, 2005
Registration No. 333-126856
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM SB-2/A
AMENDMENT No. 2
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
ADSOUTH PARTNERS, INC.
(Name of Small Business Issuer in Its Charter)
| Nevada | 7310 | 68-0448219 |
| (State or Other Jurisdiction of | (Primary Standard Industrial | (IRS Employer |
| Incorporation or Organization) | Classification Code Number) | Identification No.) |
1515 N. Federal Highway, Suite 418, Boca Raton, FL 33432, (561) 750-0410
(Address and telephone number of Principal Executive Offices)
1515 N. Federal Highway, Suite 418, Boca Raton, FL 33432
(Address of principal place of business)
Mr. Anton Lee Wingeier, Chief Financial Officer
Adsouth Partners, Inc.
1515 N. Federal Highway, Suite 418
Boca Raton, FL 33432
Telephone: (561) 750-0410
Fax: (561) 750-0420
(Name, address and telephone number of agent for service)
Please send a copy of all communications to:
Asher S. Levitsky P.C.
Esanu Katsky Korins & Siger, LLP
605 Third Avenue
New York, NY 10158
Telephone: (212) 716-3239
Fax: (212) 716-3338
Approximate date of proposed sale to the public: As soon as practicable after this Registration Statement becomes effective.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant certifies that it has reasonable grounds to believe that it meets all the requirements for filing on Form SB-2 and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Boca Raton, State of Florida on this 2nd day of August, 2005.
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| | ADSOUTH PARTNERS, INC. |
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| | By: | /s/ John Cammarano, Jr. |
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John Cammarano, Jr. Chairman and Chief Executive Officer |
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Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
Signature | | Title | Date |
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/s/ John Cammarano, Jr. | | Chairman, Chief Executive Officer | August 2, 2005 |
| John Cammarano, Jr. | | and Director | |
| (Principal Executive Officer) | | | |
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/s/ Anton Lee Wingeier | | Chief Financial Officer | August 2, 2005 |
| Anton Lee Wingeier | | and Director | |
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