U.S. 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): July 19, 2005

                                GAMEZNFLIX, INC.
             (Exact Name of Company as Specified in Its Charter)

          Nevada                       0-29113              54-1838089
(State or Other Jurisdiction    (Commission File Number) (I.R.S. Employer
      of Incorporation)                                  Identification No.)

       1535 Blackjack Road, Franklin, Kentucky               42134
      (Address of Principal Executive Offices)              (Zip Code)

     Registrant's telephone number, including area code:  (270) 598-0385



              Former Name or Former Address, 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 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN
FISCAL YEAR

     On July 19, 2005, the Company filed a Certificate of Amendment
to Articles of Incorporation with the Nevada Secretary of State (see
Exhibit 3).  This amendment, which did not require shareholder
approval under the Company's current Articles of Incorporation, as
amended, increased the authorized common stock of the company to
4,000,000,000 shares.

ITEM 9.01  FINANCIAL STATEMENTS AND EXHIBITS

Exhibits.

     Exhibits included are set forth in the Exhibit Index pursuant
to Item 601of Regulation S-B.


                                     SIGNATURE

     Pursuant to the requirements of Section 13 or 15(d) 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.

                                       GameZnFlix, Inc.



Dated: July 21, 2005                   By: /s/ John Fleming
                                       John Fleming, Chief Executive Officer


                                  EXHIBIT INDEX

Number               Description

3      Certificate of Amendment to Articles of Incorporation,
       dated July 19, 2005 (filed herewith).

                               EX-3
   CERTIFICATE OF AMENDMENT TO ARTICLES OF INCORPORATION

                     Certificate of Amendment to
                      Articles of Incorporation
                    For Nevada Profit Corporation
    (Pursuant to NRS 78.385 and 78.390 - After Issuance of Stock)


1.  Name of corporation: GameZnFlix, Inc.

2.  The articles have been amended as follows (provide article
numbers, if available):

Article 3 is amended to read as follows:

Number of shares of common stock with par value: 4,000,000,000.

3.  The vote by which the stockholders holding shares in the
corporation entitling them to exercise at least a majority of the
voting power, or such greater proportion of the voting power as may
be required in the case of a vote by classes or series, or as may be
required by the provisions of the articles of incorporation have
voted in favor of the amendment is: Consent not required under
Article 5.*

4.  Effective date of filing (optional):
_______________________________________________
(must not be later than 90 days after the
certificate is filed)

5.  Officer Signature (required): /s/  John Fleming
                                  John Fleming, Chief Executive Officer

*If any proposed amendment would alter or change any preference or
any relative or other right given to any class or series of
outstanding shares, then the amendment must be approved by the vote,
in addition to the affirmative vote otherwise required, of the
holders of shares representing a majority of the voting power of each
class or series affected by the amendment regardless of limitations
or restrictions on the voting power thereof.

IMPORTANT: Failure to include any of the above information and submit
the proper fees may cause this filing to be rejected.