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): June 27, 2005 (June 21, 2005)
CYBERADS, INC.
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(Exact name of registrant as specified in its charter)
Florida
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(State or other jurisdiction of incorporation)
333-62690 65-1000634
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(Commission File Number) (IRS Employer Identification Number)
370 Amapola Ave. # 202, Torrance, California 90501
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(Address of principal executive offices, including zip code)
(561)672-2193
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(Registrant's telephone number, including area code)
N/A
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(Former name or former address, if changed since last report)
SECTION 5 - CORPORATE GOVERNANCE AND MANAGEMENT
ITEM 5.01 CHANGES IN CONTROL OF REGISTRANT
Effective June 27, 2005, the Company issued to Walter Tatum 1,000,000
shares of newly created Series "B" Preferred Stock, which will carry a
total of 100,000,000 votes. The Series "B" Preferred Stock will vote as
single class with the holders of the Company's common stock. The
preferred stock was issued to Mr. Tatum in consideration of $100,000 of
previously accrued and unpaid salary compensation.
ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF
DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS.
August A. DeAngelo, II has been appointed to serve as a director of the
Company. He is the President and Chief Operating Officer of Styles for
Less, a California-based retail clothing chain with over 80 retail
locations nationwide. Mr. DeAngelo is a graduate of Chapman University
with a degree in business management. Mr DeAngelo resides in Villa
Park, California.
ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE
IN FISCAL YEAR.
Effective as of June 21, 2005, the Company filed Articles of Amendment
with the Florida Division of Corporations pursuant to which the Series
"B" Preferred Stock and its rights, preferences and limitations were
established. Attached to this report is the Certificate of Designation
for the Series "B" Preferred Stock.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
ITEM 9.01 EXHIBITS
EXHIBIT NO. DESCRIPTION
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4.0 Certificate of Designation
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.
Cyberads, Inc.
Dated: June 27, 2005 By: /s/ JEFF CRISWELL
President