8-K

                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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 reported): January 25, 2005

                           Championlyte Holdings, Inc.
             (Exact Name of Registrant as Specified in Its Charter)

                                     Florida
                 (State or Other Jurisdiction of Incorporation)

                 000-28223                       65-0510294
        (Commission File Number)     (IRS Employer Identification No.)

                             3450 Park Central Blvd.
                         N. Pompano Beach, Florida 33064
               (Address of Principal Executive Offices)(Zip Code)

                                  (866)438-5983
              (Registrant's Telephone Number, Including Area Code)



          (Former Name or Former Address, if Changed Since Last Report)



INFORMATION TO BE INCLUDED IN THE REPORT

ITEM 8.01. OTHER EVENTS AND REGULATION FD DISCLOSURE

On January 25, 2005, Championlyte Holdings, Inc. issued a press release
announcing that it has engaged Miami-based investment banker Knightsbridge
Capital to assist the company in exploring strategic options in an effort to
maximize shareholder value which may include a possible sale of one of its
subsidiaries, a merger or acquisitions that are accretive to earnings.
Two years ago Knightsbridge was instrumental in taking control of ChampionLyte
Holdings when it was on the brink of collapse and assisted the Company with its
initial financing and a strategic restructuring program.

Currently the Company consists of a beverage division which markets
ChampionLyte(R) sugar free sports drink and its Old Fashioned Syrup Company
subsidiary which manufacturers distributes and markets three flavors of
sugar-free syrups. The Company expects to soon launch a new low-carb subsidiary.

The Company believes that while it has made great strides over the past two
years in resuscitating the ChampionLyte(R) brand and winning a lengthy and
costly legal battle to reclaim the Old Fashioned Syrup Company, it wants to
accelerate its efforts to increase shareholder value. Since Knightsbridge
Capital is familiar with ChampionLyte Holdings the Company believes that it
valuable in assisting the Company to achieve its short- and long-tern
objectives.

The Company recently announced it has obtained $20 million in committed equity
capital in the form of a Standby Equity Distribution Agreement (SEDA) with an
institutional investor. Under the terms of the SEDA, the investor has committed
to provide up to $20 million of funding to the Company over a 24-month period to
be drawn down at the Company's discretion by the sale of its common stock to the
investor. The Company will use the funds primarily to finance brand development
as well as potential acquisitions.

Knightsbridge Capital is a full-service financial advisory and investment and
merchant banking firm which provides advisory services, mergers and
acquisitions, etc. primarily for small, public companies.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(a) Financial statements of business acquired:

         None

(b) Exhibits

NUMBER        EXHIBIT
- ------        -------
10.1          Press Release



                                   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.


                                                 CHAMPIONLYTE HOLDINGS, INC.

                                                 By: /s/ David Goldberg
                                                     ---------------------------
                                                     David Goldberg, President

January 25, 2005

EX-10.1

            CHAMPIONLYTE HOLDINGS, INC. ENGAGES INVESTMENT BANKER TO
                            EXPLORE STRATEGIC OPTIONS

MIAMI, January 24, 2005 -- ChampionLyte Holdings, Inc., (OTC Bulletin Board:
CPLY) announced today it has engaged Miami-based investment banker Knightsbridge
Capital to assist the company in exploring strategic options in an effort to
maximize shareholder value which may include a possible sale of one of its
subsidiaries, a merger or acquisitions that are accretive to earnings.

Two years ago Knightsbridge was instrumental in taking control of ChampionLyte
Holdings when it was on the brink of collapse. They assisted the company with
its initial financing and a strategic restructuring program.

Currently the company consists of a beverage division which markets
ChampionLyte(R) sugar free sports drink and its Old Fashioned Syrup Company
subsidiary which manufacturers distributes and markets three flavors of
sugar-free syrups. The company expects to soon launch a new low-carb subsidiary.

"While we've made great strides over the past two years in resuscitating the
ChampionLyte(R) brand and won a lengthy and costly legal battle to reclaim the
Old Fashioned Syrup Company we want to accelerate our efforts to increase
shareholder value," said David Goldberg, president of ChampionLyte Holdings,
Inc. "Knightsbridge Capital is familiar with ChampionLyte Holdings since it
previously played an integral role in assisting us with revitalizing the
company. We're confident their objective evaluation of the many opportunities
that are available to us will be invaluable in helping us achieve our short- and
long-tern objectives."

The company recently announced it has obtained $20 million in committed equity
capital in the form of a Standby Equity Distribution Agreement (SEDA) with an
institutional investor. Under the terms of the SEDA, the investor has committed
to provide up to $20 million of funding to the Company over a 24-month period to
be drawn down at the Company's discretion by the sale of its common stock to the
investor. Goldberg said the funds will be primarily used to finance brand
development as well as potential acquisitions.

Knightsbridge Capital is a full-service financial advisory and investment and
merchant banking firm which provides advisory services, mergers and
acquisitions, etc. primarily for small, public companies.

About ChampionLyte Holdings, Inc.

ChampionLyte Holdings, Inc. is a fully reporting public company whose shares are
quoted on the OTC Bulletin Board under the trading symbol CPLY. Its recently
formed beverage division, ChampionLyte Beverages, Inc., a Florida corporation,
manufactures, markets and sells ChampionLyte(R), the first completely sugar-free
entry into the multi-billion dollar isotonic sports drink market. Its The Old
Fashioned Syrup Company subsidiary manufactures, distributes and markets three
flavors of sugar-free syrups. The products are sold in more than 20,000 retail
outlets including some of the nation's largest supermarket chains. The Company
recently established a low-carb subsidiary, Be-Lyte(R) Foods.

The Private Securities Litigation Reform Act of 1995 provides a "safe harbor"
for forward-looking statements. Certain of the statements contained herein,
which are not historical facts, are forward-looking statements with respect to
events, the occurrence of which involve risks and uncertainties. These
forward-looking statements may be impacted, either positively or negatively, by
various factors. Information concerning potential factors that could affect the
Company is detailed from time to time in the Company's reports filed with the
Securities and Exchange Commission.

Contact:     Peter Nasca
             Peter Nasca Associates, Inc.
             312-421-0723
             pnasca@pnapr.com