8-K

UNITED STATES

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 event reported):  January 9, 2012

Commission File Number:  001-32566

Pepperball Technologies, Inc.
(Exact name of small business issuer as specified in its charter)

Colorado
(State or other jurisdiction of incorporation or organization)

20-1978398
(IRS Employer Identification No.)

6142 Nancy Ridge Drive, Suite 101, San Diego, California 92121
(Address of principal executive offices)

858-638-0236
(Registrant's Telephone number)

Not Applicable
(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 8.01 Other Events.

Effective as of January 9, 2012, the Company's tangible and intangible assets were sold in a public auction following foreclosure by the Company's secured lender. As a result of this foreclosure and sale of its tangible and intangible assets, the Company has ceased operations and is terminating its activities. A copy of the published Notice of Public Sale for foreclosure sale on January 9, 2012 is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

See Exhibit Index.

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.

Pepperball Technologies, Inc.

Date:   January 17, 2012

By:	/s/ Christin Lewis
	Name: Christin Lewis
	Title: Chief Financial Officer

Exhibit Index

Exhibit No.	Description
EX-99.1	Published Notice of Public Sale for foreclosure sale on January 9, 2012

EX-99

NOTICE OF PUBLIC SALE.  NOTICE IS HEREBY GIVEN that on  Monday, January 9th, 2012, at 10:00 a.m. (the “Date of Sale”) at the offices of PepperBall Technologies, Inc., 6142 Nancy Ridge Drive, San Diego,, California, Phoenix International, LLC, as secured party (“Secured Party”) will hold a public auction to sell all of the tangible and intangible property of PepperBall Technologies, Inc. and PepperBall Technologies – CA, Inc. (collectively, the “Assets”), by virtue of Debtor’s default in certain Loan Agreements dated January 15, 2010 with Secured Party’s predecessors in interest, The James A. Simpson Foundation, a California Non Profit Corporation and J. A. & G. L. Trust dated May 18, 1988. The Secured Party or its assignee or designee reserves the right to credit bid for the Assets at the sale. The winning bidder will be required to deposit twenty-five percent (25%) of its maximum bid in cash or by certified or cashier's check with the Secured Party on the Date of Sale. The winning bidder will be required to transmit the balance of the purchase price to Secured Party within two (2) business days after the Date of Sale. Inquiries should be directed to Secured Party's counsel, Clark Hill PLC, Attn: James Drake, 150 N. Michigan Avenue, Suite 2700, Chicago Illinois 60601, telephone: 312-985-5900.