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) SEPTEMBER 8, 2003
FreePCSQuote.com, Inc.
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(Name of small business issuer in its charter)
Nevada 0-26293 88-0420306
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification)
4824 Braeburn Drive, Las Vegas, Nevada 89130
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (702) 493-9698
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Not applicable
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(Former name, former address, and former fiscal year, if changed since
last report)
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Item 5. Other Events and Regulation FD Disclosure.
FreePCSQuote.com, Inc. ("the Company") announced on September 8, 2003 that
it plans to offer up to 200,000 shares of its common stock for sale at $1.00
per share for a total of $200,000 to only accredited investors in a private
placement offering. This offering will be made pursuant to an exemption from
registration with the Securities and Exchange Commission under the Securities
Act of 1933, under Rule 506, as amended (the "Securities Act").
The proceeds from this offering are intended to further capitalize the Company,
and to assist the Company in analyzing prospective businesses opportunities.
As reported in the Company's Form 10-QSB, management will consider, to the
extent applicable, the available technical, financial and managerial resources
of any given business venture. Management plans to hire attorneys to help
evaluate various business opportunities for the Company.
Management is hopeful that being a reporting company will increase the quality
and number of prospective business ventures that may be available to the
Company. There is no assurance, however, that the funds raised in this private
offering will ultimately allow the registrant to complete a business
combination. Once a business combination is completed, the Company's needs
for additional financing are likely to increase substantially.
This Current Report on Form 8-K shall not constitute an offer to sell or the
solicitation of an offer to buy the common shares issued to the accredited
investors in connection with the above referenced offering. Nor shall there be
any sale of the aforementioned securities in any state in which such offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such state. The private
placement is available to a very limited group of accredited investors. None
of the foregoing securities have been registered under the Securities Act of
1933, and the foregoing may not be offered or sold in the United States absent
registration or availability of an applicable exemption from registration.
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 thereunto duly authorized.
FreePCSQuote.com, Inc.
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Registrant
DATE: September 8, 2003 By: /s/ Eric Borgeson
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Eric Borgeson,
President/CEO and Treasurer/CFO
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