8-K/A 1 g2377.txt AMENDMENT NO. 1 TO FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 30, 2008 Wolf Resources, Inc. (Exact name of registrant as specified in its charter) Nevada 0001328769 20-2414965 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 564 Wedge Lane Fernley, NV 89408 (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number, Including Area Code (604) 805-6340 Cantop Ventures, Inc. (Former name or former address, if changed since last report.) This Current Report on Form 8-K/A is filed by Wolf Resources, Inc., a Nevada corporation (the "Company"), in connection with the items set forth below. Check the appropriate box below if the Form 8-K/A 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 Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR240.13e-4(c)) EXPLANATORY NOTE Wolf Resources, Inc. (the "Company") is filing this Current Report on Form 8-K/A as Amendment No. 1 to its Current Report on Form 8-K (the "Form 8-K") filed with the Securities and Exchange Commission (the "Commission") on May 16, 2008 solely to (1) correctly show on the cover page that the Company's name had been changed from Cantop Ventures, Inc. to Wolf Resources, Inc., and (2) to correct a typographical error wherein the Company erroneously indicated that the Amended and Restated Articles of Incorporation were filed with the Secretary of State of Delaware. No other information contained in the Form 8-K is amended by this Form 8-K/A. ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL YEAR. On March 20, 2008, the stockholders holding a majority of the shares of Wolf Resources, Inc. (previously "Cantop Ventures, Inc.") (hereinafter the Company") outstanding common stock approved an amendment and restatement of the Company's Articles of Incorporation to include the following changes: 1) Amendment to our Articles of Incorporation to change the name of the Company from Cantop Ventures, Inc. to Wolf Resources, Inc. 2) Amendment to our Articles of Incorporation to vest authority in the board of directors to prescribe, the classes, series and the number of each class or series of stock and the voting powers, designations, preferences, limitations, restrictions and relative rights of each class or series of stock. In addition, certain provisions of the original Articles of Incorporation which were no longer required were deleted. The Company's Amended and Restated Certificate of Incorporation became effective upon its filing with the Secretary of State of the State of Nevada on April 30, 2008. The proposal to adopt the Amended and Restated Certificate of Incorporation was previously disclosed in a Definitive Proxy Statement filed with the Securities and Exchange Commission on April 11, 2008. A copy of the Amended and Restated Articles of Incorporation is attached hereto as Exhibit 3.1 and incorporated herein by reference. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS 3.1 Amended and Restated Articles of Incorporation filed April 30, 2008. 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Wolf Resources, Inc. Date: May 20, 2008 By: /s/ Christopher Paterson -------------------------------- Christopher Paterson President 3