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): DECEMBER 29, 2004
CELL POWER TECHNOLOGIES, INC
(Exact name of registrant as specified in its charter)
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Florida 0-50062 59-1082273
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
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1428 36TH STREET, SUITE 205, BROOKLYN, NEW YORK 11218
(Address of principal executive offices, including Zip Code)
(718) 436-7931
(Registrant's telephone number, including area code)
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(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 (see General Instruction 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 AND
On December 29, 2004, Cell Power Technologies, Inc. (the "Company") and
its President and sole director, Mr. Jacob Herskovits ("Employee"), entered into
an amendment to of Employee's employment agreement dated as of November 1, 2003,
pursuant to which Employee, beginning January 1, 2005 and continuing through the
term of the Agreement, will no longer be entitled to be paid a salary. All other
terms of the Agreement continue in full force and effect.
In addition, the Company and two consultants, Superior Associates and
Judah Marvin Feigenbaum, have agreed to amend their respective consulting
agreements to reduce monthly payments payable thereunder. The amendment to such
consultants' agreement, together with the amendment to the employment agreement
with Employee, aggregate to a reduction of $29,500 in the Company's current
monthly cash outlays, which will represent a decrease of approximately one-third
in the Company's current monthly operating expenses.
No assurance can however be given that these reductions in operating
expenses are sustainable for the foreseeable future.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements.
None.
(b) Pro Forma Financial Information
None.
(c) Exhibits:
10.1 Amendment Agreement entered with Jacob Herskovits
10.2 Amendment Agreement entered with Superior Associates
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.
Dated: December 30, 2004 CELL POWER TECHNOLOGIES, INC.
By: /s/ Jacob Herskovits
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Jacob Herskovits
President and Chief Executive Officer