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 15, 2001 COMMISSION FILE NUMBER: 000-32319 JPAL, Inc. ---------- (Exact name of registrant as specified in its charter) Nevada 33-0851302 - ------ ---------- (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 17620 Oak Street, Fountain Valley, California 92708 - ---------------------------------------------- ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (714) 785.2095 513 Calle Amigo, San Clemente, California 92673 ----------------------------------------------- (Former name or former address, if changed since last report) Thomas E. Stepp, Jr. Stepp Law Group 1301 Dove Street, Suite 460 Newport Beach, California 92660 (949) 660-9700 Facsimile: (949) 660-9010 Page 1 of 3 Index to Exhibits specified on Page 2 Item 1. Changes in Control of Registrant. On June 25, 2001, Mr. Drechsler was appointed as a director of JPAL, Inc., a Nevada corporation ("Registrant"). On June 25, 2001, Ryan A. Neely resigned as the President, Secretary and a director of the Registrant. On June 25, 2001, Jason Ortega resigned as the Treasurer and a director of the Registrant. On June 26, 2001, Mr. Drechsler was appointed as the President and Secretary of the Registrant. On June 15, 2001, Mr. Drechsler acquired 1,020,052 shares of common stock from Ryan A. Neely and Jason Ortega, the former officers and directors of the Registrant. As a result of this transaction, Mr. Drechsler beneficially owns 58.99% of the total issued and outstanding shares of common stock. The Registrant is not aware of any arrangements which may result in "changes in control" as that term is defined by the provisions of Item 403 of Regulation S-B. Item 6. Resignations of Registrant's Directors. On June 25, 2001, Ryan A. Neely resigned as the President, Secretary and a director of the Registrant. On June 25, 2001, Jason Ortega resigned as the Treasurer and a director of the Registrant. Index to Exhibits - ----------------- 17.1 Resignation of Ryan A. Neely 17.2 Resignation of Jason Ortega 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. JPAL, Inc. DATED: June 28, 2001 By: /s/ Frank Drechsler ----------------------------------- Frank Drechsler, President