SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20594 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 March 22, 2004 Date of Report (Date of earliest event reported) 12 to 20 PLUS, INC. (Exact name of registrant as specified in its charter) Nevada ------------------------------------------------------------------------------- (State or other jurisdiction of incorporation) 000-28457 86-0955239 - -------------------------------------------------------------------------------- (Commission File Number) (IRS Employer Identification No.) 4145 Santa Fe Road Suite 2B San Luis Obispo, California 93401 --------------------------------------- (Address of principal executive offices) (805) 543-7228 ------------------------------------------ Registrant's telephone number, including area code 3854 Sacramento Drive, Suite F, San Luis Obispo, California 93401 - -------------------------------------------------------------------------------- (Former name and former address, if changed since last report) Item 2. Acquisition or Disposition of Assets. On March 22, 2004, 12 to 20 Plus, Inc. (the "Company") the Company acquired 100% of the issued and outstanding shares of the common stock of H. Bana Ltd., a Delaware corporation ("HBL") in exchange for 3,000,000 shares of the Company's restricted common stock pursuant to a Stock Purchase Agreement executed by and between the Company, HBL and its sole shareholder on January 15, 2004. As a result of this transaction, HBL becomes a wholly owned subsidiary of the Company. Item 7. Financial Statements and Exhibits. The following documents are filed as a part of this report: (c ) Exhibits 2.1 - Stock Purchase 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. 12 to 20 Plus, Inc. (Registrant) By: /s/ Carol Slavin --------------------------- Carol Slavin, President Date 3/22/2004