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): July 8, 2005
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PocketSpec Technologies Inc.
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(Exact name of registrant as specified in its charter)
Colorado 0-28789 84-1461919
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
5111 Juan Tabo Boulevard N.E. Albuquerque, New Mexico 87111
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (866) 302-2248
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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 (17CFR
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; ITEM 3.02 UNREGISTERED
SALE OF EQUITY SECURITIES.
On July 6, 2005, we entered into an exchange of securities whereby we
acquired 100% of the ownership of Spanish Trails, LLC, a New Mexico limited
liability company in exchange for the issuance of a total of 614,882,069 common
shares. In issuing these shares, we relied upon an exemption from the Securities
Act of 1933 under Section 4(2). As a result, we now have a total of 752,507,441
common shares issued and outstanding. Spanish Trails, LLC has no historical
operations but owns contract rights to acquire tracts of land in Belen, New
Mexico. We plan to begin real estate development on these properties in the near
future.
ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS.
On July 6, 2005, our shareholders approved a resolution to change our
corporate name to Falcon Ridge Development, Inc. from PocketSpec Technologies
Inc. and to reincorporate us in Nevada through a merger with and into a
newly-formed Nevada subsidiary, known as "Falcon Ridge Development Inc."
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
Exhibit No. Description
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10.19 Acquisition Agreement, dated July 6, 2005.
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.
Date: July 8, 2005 PocketSpec Technologies Inc.
By: /s/ Fred Montano
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Fred Montano, President