UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) August 23, 2005
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RELATIONSERVE MEDIA, INC.
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(Exact Name of Registrant as Specified in Charter)
Nevada 333-119632 43-2053462
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
6700 North Andrews Avenue, Fort Lauderdale, Florida 33309
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (954) 202-6000
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N/A
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(Former Name or Former 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 (SEE General Instruction A.2. 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 (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On August 23, 2005, RelationServe Media, Inc. (the "Company") announced
that it had entered into Amendment No. 1 to the Asset Purchase Agreement (the
"Agreement") with theglobe.com, inc. ("Globe") and its wholly-owned subsidiary
SendTec, Inc. ("SendTec"), dated August 10, 2005, for the purchase by the
Company of all of the business and substantially all of the assets of SendTec.
A copy of the Agreement is furnished as Exhibit 10.1.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(a) Exhibits
Exhibit Number Description
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10.1 Amendment No. 1 to Asset Purchase Agreement by and
between RelationServe Media Inc., theglobe.com,
inc., and SendTec, Inc.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
RELATIONSERVE MEDIA, INC.
Date: August 23, 2005
By: /s/ Mandee Heller Adler
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Name: Mandee Heller Adler
Title: Chief Executive Officer