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): March 24, 2005 Commission File Number: 000-21376 Bio-Life Labs, Inc. ------------------- (Exact name of registrant as specified in its charter) Nevada 33-0714007 ------ ---------- (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 16 Concord Rd., El Paso, TX 79906 79906 --------------------------------- ----- (Address of principal executive offices) (Zip Code) (915) 843-2044 -------------- (Registrant's Telephone Number, Including Area Code) ITEM 8.01: OTHER EVENTS Bio-Life Labs, Inc., a Nevada corporation (the "Registrant") has entered into a Settlement Agreement dated March 23, 2005 that settles and releases all claims against the Company; its CEO, President and Chairman Nancy LeMay; and its Executive Vice President and Director David Karam, M.D., Ph.D. by Plaintiff Zach Thomas who was seeking to enforce an alleged oral agreement with Dr. Karam. Plaintiff Thomas alleged that Dr. Karam agreed to issue Plaintiff Thomas 25 % of his personal equity in Bio-Life Labs, Inc. Under the terms of the Settlement, Dr. Karam agreed to issue 20% (5,921,932) of his personally-owned shares of common stock to the Plaintiffs. 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, thereunto duly authorized. March 27, 2005 Bio-Life Labs, Inc. By: /s/ Nancy LeMay -------------------------------- Nancy LeMay, President