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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest reported event): February 22, 2008
IVOICE, INC.
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(Exact name of registrant as specified in its chapter)
NEW JERSEY 000-29341 51-0471976
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(State of (Commission (I.R.S. Employer
organization) File Number) Identification No.)
750 HIGHWAY 34, MATAWAN, NJ 07747
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (732) 441-7700
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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 (SEE General Instruction A.2. below):
[ ] 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))
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SECTION 1 - REGISTRANT'S BUSINESS AND OPERATIONS
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On February 22, 2008, iVoice, Inc. (the "Company") entered into an Amendment
Agreement dated February 21, 2008 with YA Global Investments L.P. ("YA Global")
whereby the terms of a Secured Convertible Debenture dated May 26, 2006 with an
original principal amount of $1,250,000 were amended whereby:
a. The term of this secured convertible debenture was extended from the
original expiration date of May 25, 2008 to May 25, 2010.
b. The interest rate was revised from 7.5% to 15% effective March 1,
2008.
c. The conversion price was revised from ninety percent (90%) to seventy
percent (70%) of the lowest Closing Bid Price of the Common Stock
during the thirty (30) days trading days immediately preceding the
Conversion Date, as quoted by Bloomberg, LP.
The Company also agreed to fully repay a second Secured Convertible Debenture
held by YA Global originally dated May 11, 2006 on its expiration date of May
11, 2008 with a current principal amount equal to $4,986,510.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
10.1 Amendment Agreement dated February 21, 2008 by and between
iVoice, Inc. and YA Global Investments LP.
SIGNATURE
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.
IVOICE, INC,
Date: February 26, 2008 By: /s/ Jerome R. Mahoney
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Jerome R. Mahoney
President, Secretary and Chief
Executive Officer
INDEX OF EXHIBITS
10.1 Amendment Agreement dated February 21, 2008 by and between iVoice,
Inc. and YA Global Investments LP.