8-K 1 fm8k_12103.txt 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) : December 1, 2003 Commission File No. 0-24370 SKREEM ENTERTAINMENT CORPORATION ------------------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 33-0611748 ------------------------------ ----------------------------- (State or other jurisdiction of (IRS Employer Identification No.) incorporation or organization) s 11637 Orpington, Orlando, FL 32817 ------------------------------------------------------ (Address of principal executive offices) 407-207-0400 -------------------------------------- (Issuer telephone number) Stanford Capital Corporation 10th Floor, Chiyu Bank Bld. No. 78. Des. Voeux Rd., Central Hong Kong ---------------------------------------------------------- Former Name and Address Item 1. Changes in Control of the Registrant As a result of the acquisition of Skreem Entertainment Corporation, control of the Registrant changed to the fomer shareholder of Skreem Entertainment Corporation. The new principal shareholders, their shareholdings and percentages are as follows: Shareholder Shares Owned Percentage Martin Consultants, Inc 15,000,000 57.71% Jeff Martin. 7,000,000 26.93% Item 2. Acquisitions or Dispositions of Assets A. On December 1, 2003, the acquisition of Stanford Capital International Ltd. was recinded in exchange for 50,000 per split common shares of the Registrant. B. On January 30, 2004, the Registrant acquired all of the issued and outstanding shares of Skreem Entertainment Corporation ("Skreem") for 22,000,000 post reverse split common shares. Skreem is in the business of searching for recording talent and promoting and funding such talent. Item 5. Other Events. On March 16, 2004, the Registrant filed a Certificate of Amendment with the Delaware Secretary of State changing the Company's name to Skreem Entertainment Corporation and reverse splitting the Company's shares on a one (1) for (5) five basis. Item 7. Financial Statements and Exhibits a) Financial Statements of the Business Acquired (To be furnished) b) Proforma Financial Information (To be furnished) c) Exhibits 2.1 Termination Agreement - terminating the acquisition of Stanford Capital International Ltd. 2.2 Exchange Agreement for the acquisition of Skreem Entertainment Corporation 3.1 Certification of Amendment to the Certificate of Incorporation changing the Company's name to Skreem Entertainment Corporation and reverse splitting the shares on a (1) one for (5) five basis. Signatures Pursuant to the requirement 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. SKREEM ENTERTAINMENT CORPORATION April 6, 2004 /s/ Karen Pollino --------------------- Karen Pollino Secretary