4 3 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): October 12, 2005 ---------------- WESTERN TRANSITIONS, INC. ------------------------- (Exact name of registrant as specified in its charter) Nevada 000-29545 86-0972630 ------ --------- ---------- (State or other jurisdiction (Commission File Number) (IRS Employer ID No.) of incorporation) 2140 West Charleston Blvd., Suite B Las Vegas, NV 89102 ------------------- (Address of principal executive offices) (Zip Code) (702) 382-5498 -------------- (Registrant's telephone number, including area code) 2920 N. Swan Road Suite 206 Tucson, AZ 85712 ---------------- (Former address) Item 5.01 Changes in Control of Registrant Effective October 12, 2005, certain of our shareholders, including our principal shareholder, Daniel L. Hodges, sold their shares in our company. As a result, below is a table that lists the beneficial ownership of our voting securities by each person known by us to be the beneficial owner of more than 5% of such securities, as well as by all our directors and officers. Unless otherwise indicated, the shareholders listed possess sole voting and investment power with respect to the shares shown. Amount and Nature of Title of Name and Address Beneficial Percent of Class of Beneficial Owner Ownership Class - -------- ------------------- --------- ---------- Common THI Inc, LLC 4,000,000 29.7% 2140 West Charleston Blvd., Suite B Las Vegas, NV 89102 Common NYX Management S.A. 2,000,000 14.9% Chancery Court P.O. Box 42544 Freeport, Bahamas Common Prominence Capital Corporation Suite 1101 2,000,000 14.9% 44 Victoria Street Toronto, Ontario M5C 1Y2 Canada Common Cambridge Mercantile Holdings S.A. 2,000,000 14.9% Continental Trust Corporation Ltd. Century House 16 Pur-la-Ville Road Hamilton HM HX, Bermuda Common The Derek Corporation 2,000,000 14.9% Suite 1440 The Exchange Tower 130 King Street West Toronto, Ontario M5X 1E3 Canada Common DGM Bank & Trust Inc. 800,000 6.0% Chancery House High Street Bridgetown, Barbados, West Indies Common All Officers and Directors as a Group (1 - - person) 2 Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers Effective October 12, 2005, our sole officer and director, Daniel L. Hodges, resigned his positions with our company and has been replaced by Alex Zukovs. Mr. Zukovs was appointed as our President, Secretary, Treasurer and a director of our company. 3 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. Dated: October 18, 2005 WESTERN TRANSITIONS, INC. (Registrant) By:/s/ Alex Zukovs ----------------------------------- Alex Zukovs, President 4