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: July 6, 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) ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS The Company has entered into an Agreement to purchase 51% of the Assets of Del-Pais International, Inc., for the issuance of shares as set forth in the Agreement to Thomas Fatato. The assets purchased belong to a company that sells a private label soft drink in the New York City area. ITEM 7. FINANCIAL STATEMENTS The Company intends to file the appropriate and necessary financial statements required within the time period set forth in the applicable rules. EXHIBITS Asset Purchase Agreement 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: July 10, 2001