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 Event Requiring Report: March 30, 2001 UNIVERSAL MEDIA HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 000-28459 22-3360133 (State of Incorporation) (Commission File Number) (IRS Employer Identification #) 540 North Avenue, Suite 3C, New Jersey 07083 -------------------------------------------- (Address of Principal Executive Offices) 877-890-9719 ---------------------------------------- (Registrant's telephone number, including area code) 1 ITEM 1. CHANGES IN CONTROL OF REGISTRANT Effective March 29, 2001, the Board of Directors authorized the issuance of a total of 90,000,000 shares of Common Stock of the Company to the following individuals: All Ten Enterprises, Inc.(2)(4) 30,000,000 Lance Lang(2) 15,000,000 Romaro Pericone(2) 15,000,000 Jeff Chisholm 30,000,000 (1) Represents sole voting and investment power unless otherwise indicated. (2) Officer and/or Director of the Company. (3) The address of each individual and entity is in care of the Company. (4) Corporation is controlled by Anthony Vigliotti, Chairman and President of the Company. (5) Based on approximately 131,634,346 shares of Company Common Stock outstanding as of April 2, 2001. All shares were issued for future performance to the Company , except the shares of Jeff Chisholm, which were issued in exchange for the payment of $15,000.00 to the Company. ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS Not Applicable ITEM 3. BANKRUPTCY OR RECEIVERSHIP Not applicable. ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT Not applicable. ITEM 5. OTHER EVENTS Registrant has relocated its offices to 540 North Avenue, Suite 3C, Union, New Jersey 07065. The phone number is 877-890-9719. It is expected and anticipated that upon the acquisition of an operating business or reverse merger that the office will be moved again. ITEM 6. RESIGNATIONS OF DIRECTORS AND EXECUTIVE OFFICERS Not Applicaple 2 ITEM 7. FINANCIAL STATEMENTS Not Applicable ITEM 8. CHANGE IN FISCAL YEAR Not Applicable EXHIBITS Not Applicable SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized. By: /s/ Anthony Vigliotti --------------------------------- Anthony Vigliotti President Date: March 30, 2001 3