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): June 30, 2009


                          Princeton Acquisitions, Inc.
                          ----------------------------
             (Exact name of registrant as specified in its charter)


          Colorado                   000-14319              84-0991764
          --------                   ---------              ----------
(State or other jurisdiction       (Commission             (IRS Employer
     of incorporation)             File Number)         Identification No.)


            2560 W. Main Street, Suite 200 Littleton, Colorado 80120
            --------------------------------------------------------
               (Address of principal executive offices) (Zip Code)


                                 (303) 794-9450
                                 --------------
               Registrant's telephone number, including area code


                                 Not applicable
                                 --------------
          (Former name or former address, if changed since last report)


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 5.02   Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officer.

     Effective as of June 30, 2009, Robert Lazzeri, President, Chief Executive
Officer, Chief Financial Officer and Director, and Earnest Mathis, Director
resigned their positions as officers and directors and appointed Timothy Brasel
as President, Chief Executive Officer, Chief Financial Officer and Treasurer.
Mr. Brasel does not have an employment agreement with us.

     Mr. Brasel has been a Director of Princeton Acquisitions, Inc. From 1987 to
present, Mr. Brasel has been President and a Director of Bleu Ridge Consultants,
Inc. Mr. Brasel currently devotes the majority of his time to managing his
various business investments. From 2001 to 2003, Mr. Brasel was a Director in
Mountain States Lending, Inc. Over five years ago, Mr. Brasel served as a
director of six publicly held shells. These companies are ILMI Corporation,
Studio Capital Corp., Calneva Capital Corp., Zirconium Capital Corp., Hightop
Capital Corp., and Royal Belle Capital Corp. From December 1996 until September
1998, he served as President and Director of Cypress Capital, Inc., which
completed an acquisition of Terra Telecommunications, Inc. during September
1998. From September 1995 until January 1999, he served as President and a
Director of High Hopes, Inc., which completed an acquisition of certain
technology from Sanga e-Health LLC during January 1999. From May 1995 until
August 1997, Mr. Brasel served as President and a director of Universal Capital
Corp., which completed an acquisition of Remarc International Inc. during August
1997. From February 1996 until February 1997, Mr. Brasel served as President and
a director of Capital 2000, Inc. which completed an acquisition of United
Shields Corporation in February 1997. From July 1996 until December 1997, Mr.
Brasel served as President and a director of Mahogany Capital, Inc., which
completed an acquisition of Pontotoc Production Company, Inc. during December
1997. From July 1996 until May 1998, Mr. Brasel served as President and a
director of Walnut Capital, Inc., which completed a merger with Links Ltd.
during May 1998. From March 1990 until September 1994, Mr. Brasel served as
President, Secretary, Treasurer and a Director of Prentice Capital, Inc., a
publicly held blank-check company which completed an acquisition of Universal
Footcare, Inc. From March 1990 until August 1993, Mr. Brasel was President,
Secretary and a director of Brasel Ventures, Inc., a publicly held blank-check
company, which completed an acquisition of American Pharmaceutical Company. Mr.
Brasel received a Bachelor of Science degree in Business Administration from
Morningside College, Sioux City, Iowa.













                                   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.

                                            Princeton Acquisitions, Inc.

June 30, 2009                           By: /s/ Timothy Brasel
                                            ------------------
                                            Timothy Brasel
                                            President




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