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UNITED STATES
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: February 19, 2008
MOMENTUM BIOFUELS, INC.
(Formerly Tonga Capital Corporation)
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(Exact name of registrant as specified in its charter)
Colorado 000-50619 84-1069035
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(State or other jurisdiction of (Commission File (IRS Employer Identification
incorporation) Number) Number)
2600 S. Shore Blvd, Suite 100, League City, TX 77573
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(Address of Principal Executive Offices) (Zip Code)
(281) 334-5161
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Registrant's telephone number, including area code
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
SECTION 8 - OTHER EVENTS
ITEM 8.01 - OTHER EVENTS
Retirement of Outstanding Common Stock
On February 12, 2008, the Board of Directors of Momentum BioFuels, Inc. (the
Registrant) voted to cancel the shares of the Registrant's common stock held by
the Momentum Employees & Consultant Trust and return such shares to the
Registrant's treasury.
The Momentum Employees & Consultant Trust held 7,500,000 shares of the
Registrant's restricted common stock, approximately 13.67% of the Registrant's
issued and outstanding common stock, at this time. After the cancellation of the
7,500,000 shares, the Registrant, on February 28, 2008, has 47,358,756 shares of
common stock issued and outstanding.
The Momentum Employees & Consultant Trust is overseen by the Registrant's Board
of Directors.
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.
MOMENTUM BIOFUELS, INC.
By: /s/ Gregory A. Enders
Gregory A. Enders, President and
Chief Executive Officer
Date: February 28, 2008