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):
September 28, 2004 (September 28, 2004)
BEAR LAKE RECREATION, INC.
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(Exact Name of Registrant as Specified in Charter)
Nevada 0-49671 87-0620495
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification Number)
4685 South Highland Drive, Suite 202
Salt Lake City, Utah 84117
(Address of Principal Executive Offices, Zip Code)
Registrant's telephone number, including area code: (801) 278-9424
66 Exchange Place
Salt Lake City, UT 84111
(Former Name or Former Address, if Changed Since Last Report)
ITEM 5. CHANGES IN CONTROL OF REGISTRANT
Pursuant to a unanimous consent of the entire Board of Directors of Bear Lake
Recreation, a Nevada corporation, dated as of September 28, 2004, 1,500,000
shares of "restricted" and "unregistered" common stock were issued to the
Officers and Directors constituting a change in control. Prior to the
issuance there were 1,374,200 shares of common stock issued and outstanding
with 2,874,200 outstanding directly after the issuance. Each of the officers
and directors were issued 500,000 shares of "restricted" and "unregistered"
common stock at the Company's par value of $.001 for services performed on
behalf of the Company.
Directly after the issuance Mr. Frank Gillen, the direct owner of 700,000
shares lost voting control of the Company.
The Registrant's common stock is the only class of capital stock outstanding,
and the only class of capital stock entitled to vote on corporate matters,
including the election of directors.
The following table summarizes certain information regarding the beneficial
ownership (as such term is defined in Rule 13d-3 under the Securities Exchange
Act of 1934, as amended) of five percent or more of the Registrant's
outstanding common stock after the aforementioned issuance, by (i) each person
known by the Registrant to be the beneficial owner of more than five percent
of the Registrant's outstanding common stock, (ii) each director of the
Registrant, (iii) each named executive officer (as defined in Item 402(a)(3)
of Regulation S-K under the Securities Act of 1933, as amended) after the
Merger, and (iv) all executive officers and directors as a group:
% BEFORE % AFTER
NAME OF BENEFICIAL OWNER NUMBER OF SHARES ISSUANCE ISSUANCE
- ------------------------------------ ---------------- -------- ---------
Steve Moulton 200,000 18.2% 8.7%
Frank Gillen 700,000 51% 24.4%
Todd Albiston, SEC / TR 500,000 0% 17.4%
Wayne Bassham, PRES 500,000 0% 17.4%
Derrick Albiston, VP 500,000 0% 17.4%
All directors and executive officers
as a group (3 persons) (7) 1,500,000 0% 52.2%
- ---------------------------------
(1) All share numbers and percentages are as of September 28, 2004.
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 hereunto duly authorized.
BEAR LAKE RECREATION, INC.
Date: September 28, 2004 By: /s/Todd Albiston
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Secretary/Treasurer