UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): September 29, 2004
URANIUM POWER CORPORATION
(Exact name of Registrant as specified in charter)
Colorado 000-27659 None
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification Number)
206-475 Howe Street,
Vancouver, B.C. V6C 2B3
Canada
(Address of principal executive offices)
Registrant's telephone number, including area code: (604) 685-8355
Copies to:
Marc J. Ross, Esq.
Stephen M. Fleming, Esq.
Sichenzia Ross Friedman Ference LLP
1065 Avenue of the Americas
New York, New York 10018
Phone: (212) 930-9700
Fax: (212) 930-9725
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 Instructions A.2. below):
/_/ 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.
On September 29, 2004, Uranium Power Corporation (the "Company"), through
its wholly-owned subsidiary, 808099 Alberta Ltd., entered into an Agreement of
Purchase and Sale (the "Purchase Agreement") with Powermax Energy, Inc.
("Powermax") pursuant to which the Company purchased from Powermax 49% of
certain petroleum and natural gas rights (the "Interest") in land located in the
Firebag Area, Province of Saskatchewan, Canada. The Company paid $1,000,000
Canadian dollars to purchase the Interest from Powermax free and clear of any
liens or other encumbrances in order to explore for petroleum products.
In connection with the Purchase Agreement, the Company entered into a
Gross Overriding Royalty Agreement with Stripper Energy Services Ltd. ("SES"),
dated as of September 29, 2004, under which the Company agreed to pay to SES a
non-convertible gross overriding royalty. Accordingly, the Company granted and
assigned a gross overriding royalty equal to 2.5% of the current market value on
100% of all petroleum substances produced, saved and marketed.
The foregoing is not intended to be a full and complete description of the
transaction. Terms of the transaction are more fully described in the copies of
the transaction documents attached as exhibits to this Form 8-K.
ITEM 9.01 Financial Statements and Exhibits.
(c) Exhibits. The following documents are filed as exhibits to this report:
Exhibit
Number Description
- ------ -----------
10.1 Agreement of Purchase and Sale by and between Powermax Energy Inc. and
808099 Alberta Ltd. dated as of September 29, 2004.
10.2 Gross Overriding Royalty Agreement dated as of September 29, 2004.
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.
URANIUM POWER CORPORATION
By: /s/ Thornton Donaldson
-------------------------------------
Thornton Donaldson, President
Dated: October 8, 2004