UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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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)
April 29, 2005
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COLLEGE OAK INVESTMENTS, INC.
(Exact name of registrant as specified in its charter)
NEVADA 333-116890 30-0226902
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(State or Other Jurisdiction of (Commission File Number) (IRS Employer
Incorporation) Identification No.)
20022 Creek Farm
San Antonio, Texas 78259
(Address of Principal Executive Offices, including Zip Code)
(210) 418-5177
(Registrant's telephone number, including area code)
16161 College Oak, Suite 101,
San Antonio, Texas 78249
(Former Address of Principal Executive Offices, 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 Material Definitive Agreement
On April 29, 2005, the board of directors of College Oak Investments, Inc.
("College Oak") granted stock options (the "Options") to seven (7) persons,
exercisable for up to an aggregate of 12,950,000 shares of College Oak's common
stock, par value $.001 per share. The Options were granted pursuant to
Agreements, the form of which is filed as Exhibit 99.1 hereto and which is
incorporated by reference herein. The Options are immediately exercisable at an
exercise price of $.05 per share and will expire on April 28, 2010. The Options
were granted as an inducement to retain management and for services rendered to
College Oak by the following persons:
Name of Optionee Relationship to College Oak No. of Shares Underlying Option
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Barrie Damson Director & Officer Designate 6,000,000
Alan Gaines Director/Officer 6,000,000
Steven Barrenechea Director/Officer 250,000
Richard d'Abo Director Designate 250,000
Wayne Brannan None 250,000
Carey Birmingham Director/Officer 100,000
David Loev None 100,000
Item 9.01. Exhibits.
Exhibits Description
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99.1 Form of Stock Option Agreement
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.
COLLEGE OAK INVESTMENTS, INC.
DATE: May 2, 2005 By: /s/ Carey G. Birmingham
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Name: Carey G. Birmingham
Title: President
Exhibit Index
Exhibit No. Description
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99.1 Form of Stock Option Agreement