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 (date of earliest event reported): July 27, 2001
GPN NETWORKS, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
033-05384 13-3301899
(Commission File Number) (I.R.S. Employer Identification No.)
18881 Von Karman
Suite 100
Irvine, California 92612
(Address of Principal Executive Offices, Including Zip Code)
949-752-2797
(Registrant's Telephone Number, Including Area Code)
ITEM 1. CHANGE IN CONTROL OF REGISTRANT
7,200,000 shares of the Registrant's Common Stock was acquired by Todd
Ficeto, an individual, pursuant to the terms of a Stock Purchase Agreement dated
as of July 27, 2001 and made by and between Mr. Ficeto (as purchaser) and The
Berman Family Trust (as seller). Mr. Ficeto paid $275,000 in cash for the
7,200,000 shares and now owns approximately 60% of the outstanding shares of the
Registrant. Mr. Ficeto has been appointed to the Registrant's Board of Directors
and has been named Chief Financial Officer and Secretary of the Registrant.
ITEM 7. EXHIBITS
2.1 Stock Purchase Agreement, dated as of July 27, 2001, by and
between Todd Ficeto and The Berman Family Trust.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, hereunto duly authorized.
GPN NETWORKS, INC.
Date: August 2, 2001
By:/s/ Todd Ficeto
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Todd Ficeto
Chief Financial Officer, Secretary