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 (Date of earliest event reported): May 6, 2009
MARINE EXPLORATION, INC.
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(Exact name of registrant as specified in its charter)
Colorado 000-24637 91-1890338
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
535 Sixteenth Street, Suite 820, Denver, CO 80202
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (303) 459-2485
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))
Item 1.01. - Entry Into a Material Definitive Agreement
Pursuant to the terms and conditions of a management agreement, Mark
Goldberg, Paul Enright and Robert Stevens have been retained for a term of 24
months beginning May 6, 2009, and will be entitled to a royalty of 2.5% of gross
proceeds of treasure wrecks during this period. Msrs Enright and Stevens as
founders and officers will continue providing management services for the
company. Since inception in March 2007 through March of 2009 Enright and Stevens
have not received salaries from the company until the execution of this
management agreement. This management agreement provides monthly salaries of
$30,000 per month each and any reasonable out of pocket expenses. Mr. Goldberg
will be paid a monthly salary of up to $30,000 for compensation as CEO as
described under ITEM 5.02 below.
Item 3.02. - Recent Sales of Unregistered Securities.
The company sold 30,000,000 shares of to Hoss Capital for satisfaction of $5000,
in partial repayment of funds loaned to Marine, and 30,000,000 to Kingoero
Inc, beneficially held by Mark Goldbeg, CEO, for satisfaction of a $5000 note.
Item 5.02. - Departure of Directors or Principal Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers
Effective May 8, 2009 Mark Goldberg has been offered the position of CEO. Mark
Goldberg has served as an officer and consultant to various public and non
public companies from 2001 to the present. In 2001 Mr. Goldberg was nominated
for a Tony award as the producer for the Broadway show Bells are Ringing and
also helped produced the off Broadway show Summer of 42. Mr. Goldberg was a
registered stockbroker and manager with various brokerage firms from 1979
through 2001. He received his BS in Marketing from C.W. Post Long Island
University (Brookville, NY) and his AAS in Marketing from Nassau Community
College (Garden City, NY)
Item 7.01. - Regulation FD Disclosure.
Limitation on Incorporation by Reference: In accordance with general instruction
B.2 of Form 8-K, the information in this report, including Exhibits , is
furnished under Item 9 and pursuant to Regulation FD, and will not be deemed to
be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934
or otherwise subject to the liabilities of that section, or incorporated by
reference in any filing under the Securities Act of 1933 or the Securities
Exchange Act of 1934, except as will be expressly set forth by specific
reference in such filing. This report will not be deemed a determination or an
admission as to the materiality of any information in the report that is
required to be disclosed solely by Regulation FD. The information contained in
the Exhibits is incorporated herein by reference.
Item 9.01. - Financial Statements and Exhibits
(d) Exhibits
10.1 Compensation Agreement dated May 8, 2009 with Mark Goldberg,
Robert Stevens and Paul Enright
10.2 Employment Contract dated May 8, 2009 with Mark Goldberg
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 thereunto duly authorized.
Date: May 8, 2009
MARINE EXPLORATION, INC.
By: /s/ Paul Enright
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PAUL ENRIGHT, PRESIDENT