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 1933
February 10, 2004
Date of Report (Date of earliest event reported)
____________________________________________________
In Full Affect, Inc.
(Exact name of registrant as specified in its charter)
0-29545
(Commission File Number)
Nevada
(State of incorporation or organization)
86-0972630
(IRS Employer Identification Number)
520 South Fourth Avenue, Suite 400.
Louisville, KY 40202-2577
(Address of principal executive offices) (ZIP Code)
(502) 561-0500
(Telephone number, including area code)
Select Media Communications, Inc.
575 Madison Ave., Suite 1006, New York, NY, 10022
(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 Officers.
On January 10, 2005, at a Meeting of the Board of Directors,
pursuant to authority under Section 4 of the bylaws of the
Company, the Board of Directors accepted the resignation of
Mitch Gutkowski and elected James A. Reskin to fill a
vacancy on the Board. Mr. Reskin was elected as a director
and Mr. Reskin has accepted this appointment. Mr. Reskin was
also appointed by the Board of Directors to serve as
Chief Executive Officer and he has accepted this appointment
as
well. His biographical information is:
Mr. James Reskin is a graduate of Occidental College and
Northwestern University School of Law. He practiced law with
Katten, Muchin, Zavis, Pearl and Galler (now known as KMZ
Rosenman) where he practiced in the area of real estate and
syndications. He acted as a correspondent lender to small
life insurance companies and other funds with Mid-North
Financial Services in Chicago before beginning real estate
development with the firm RLB Properties, Ltd. which he
founded in Louisville, KY. In addition to practicing law in
his
own firm, James A. Reskin & Associates since 1986, he has been
providing consulting services to small businesses as a
founding
partner of Practical Business Concepts, LLC. He helped
create and was the original director of operations of the
Center for eWorld Education, an innovative educational
institution founded by Bellarmine University. He served as
president and later CEO of FullCircle Registry, Inc. (OTCbb:
FLCR) until March 2003. He served as CEO of Intra-Asia
Entertainment Corporation (OTCbb: IRAE) until October 2004 but
remains a board member of that company.
On January 10, 2005, at a Meeting of the Board of Directors,
pursuant to authority under Section 4 of the bylaws of the
Company, the Board of Directors elected Kristen Edwards to
fill a vacancy on the Board. Ms. Edwards was elected as
a director and Ms. Edwards has accepted this appointment. Her
biographical information is:
Miss Kristen Edwards is a graduate student at
Bellarmine University completing her Masters of Business
Administration. With her undergraduate degree in Accounting
she will sit for her CPA upon completion of the Masters
Program.
She has secured a position at Buetoe, LeMastus & Dick, LLP, a
local audit and tax firm in Louisville. Previously, Ms.
Edwards worked with Western Kentucky Energy, a wholly owned
subsidiary of LG&E, as an accounting intern and with KPMG as a
full-time audit intern.
Item 8.01. Other Events. With the consent of shareholders
holding a majority of the voting shares of the Registrant,
Registrant entered into a reorganization through which it
changed its corporate domicile from New York to Wyoming and
changed its name from Select Media Communications, Inc. to
?In Full Affect, Inc.? In connection with this
reorganization, the Registrant undertook a share exchange of
shares of the New York corporation being exchanged, on a
mandatory basis and on the ratio of 100 shares of the New
York corporation being exchanged for each 1 share of the
Wyoming corporation, with rounding up in lieu of fractional
shares issued. The effective date for this transaction was
February 8, 2005 at which time a new trading symbol was issued
by the NASD.
Simultaneously, with the above reorganization, the registrant
acquired a non-operating subsidiary formerly known as In Full
Affect, Inc., which subsidiary had no assets or operations.
For that reason, no financial information is disclosed.
This subsidiary had previously filed reports with the
Securities and Exchange Commission. The Registrant has
assumed, pursuant to the terms of the acquisition agreement,
the obligation to continue all SEC reporting obligations of
its wholly-owned subsidiary. The sole director and sole
officer of this subsidiary resigned in connection with this
acquisition.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements of Business Acquired.
None
(b) Pro Forma Financial Statements
None
(c) Exhibits
Exhibit 1. Amended Articles of Merger dated
January 19, 2005
Exhibit 2. Articles of Amendment to Articles of Incorporation
to Authorize Preferred Shares dated January 19, 2005.
Exhibit 3. Amendment to Articles of Incorporation to change name
to In Full Affect, Inc.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, as amended, this report has been signed below by the
following person on behalf of the Registrant and in the
capacity thereunto duly authorized, in Louisville, Kentucky,
on the 14th day of February 2005.
IN FULL AFFECT, INC.
By: _____/s/ James A. Reskin_______
Chief Executive Officer
EXHIBIT INDEX
Exhibit 1. Amended Articles of Merger dated
January 19, 2005
Exhibit 2. Articles of Amendment to Articles of Incorporation
to Authorize Preferred Shares dated January 19, 2005.
Exhibit 3. Amendment to Articles of Incorporation to change name
to In Full Affect, Inc.