8-K 1 l8k033009.txt VALCOM, INC. FORM 8-K 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): March 24, 2009 VALCOM, INC. ------------------------------------------------------ (Exact name of registrant as specified in its charter) DELAWARE 000-28416 58-1700840 ------------------------------ ---------------------- ------------------ (STATE OR OTHER JURISDICTION (COMMISSION FILE NUMBER) (I.R.S. EMPLOYER OF INCORPORATIONOR ORGANIZATION) (IDENTIFICATION NO.) 2113A GULF BOULEVARD, INDIAN ROCKS BEACH, FL 33785 --------------------------------------------------- (Address of principal executive offices and zip code) (727) 953-9778 -------------------------------------------------- (Registrant's telephone number, including area code) Copies to: Darrin M. Ocasio, Esq. Sichenzia Ross Friedman Ference LLP 61 Broadway, 32 nd Floor New York, New York 10006 Phone: (212) 930-9700 Fax: (212) 930-9725 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: [ ] 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. Valcom v. Chicago Title Company and The Laurus Master Fund. (LASC Case No. BC322524) On March 24, 2009, Valcom, Inc. (the "Company"), Laurus Master Fund, Ltd, a company organized under the laws of the Cayman Islands ("Laurus") and Chicago Title Company, a California Corporation ("Chicago Title") entered into a Settlement Agreement (the "Agreement") whereby the Company resolved its previously asserted claims against Laurus and Chicago Title. Pursuant to the terms of the Agreement, Laurus agrees to pay the Company five hundred and fifty thousand dollars ($550,000) within ten days of the signing of the Agreement. Within ten calendar days after the Company receives payment from Laurus, the Company shall file a Request for Dismissal of its claims, with prejudice, of its actions against Laurus and Chicago Title and Chicago Title shall file a Request for Dismissial of its claims against Laurus. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (A) FINANCIAL STATEMENTS. Not applicable. (B) PRO FORMA FINANCIAL INFORMATION. Not applicable. (C) EXHIBITS. None. 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. Valcom, Inc. By: /s/ Vince Vellardita -------------------- Vince Vellardita Chief Executive Officer Date: March 30, 2009