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 1934
Date of Report (Date of earliest event reported): November 1, 2005
AVP, Inc.
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(Exact name of registrant as specified in charter)
Delaware
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(State or other jurisdiction of incorporation)
005-79737 98-0142664
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(Commission File Number) (IRS Employer Identification No.)
6100 Center Drive, Suite 900, Los Angeles, CA 90045
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (310) 426-8000
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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
(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))
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Item 8.01. Other Events.
On November 1, 2005, AVP, Inc. ("AVP") issued a press release announcing
that its registration statement on Form SB-2 under the Securities Act of 1933
covering 114,259,909 shares (the "Shares") of AVP common stock (the
"Registration Statement") was declared effective on such date. The Registration
Statement covers Shares currently outstanding, or that may be issued upon
exercise of rights to acquire the Shares, that AVP previously sold to the
selling securities holders listed in the Registration Statement in private
transactions. AVP will not receive any proceeds from sales of the registered
Shares.
A copy of the press release is furnished as Exhibit 99.1 to this Current
Report on Form 8-K, and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number Description
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99.1 Press Release issued by AVP, Inc. dated November 1, 2005
Announcing the Declaration of the AVP Resale
Registration Statement Effective.
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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.
AVP, INC.
By: /s/ Andrew Reif
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Name: Andrew Reif
Title: Chief Operating Officer
Dated: November 2, 2005
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