UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 Date of Report (Date of earliest event reported): December 4, 2002 RRUN VENTURES NETWORK, INC. (Exact name of Registrant as specified in its charter) Nevada 000-27233 98-0204736 (State or Other (Commission File (IRS Employer Jurisdiction of Number) Identification Incorporation) Number) 4th Floor, 62 W. 8th Avenue, Vancouver, British Columbia, Canada V5Y 1M7 (Address of principal executive offices) (Zip Code) (604) 682-6541 (Registrant's telephone number, including area code) ITEM 1. CHANGES IN CONTROL OF REGISTRANT Not Applicable. ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS On December 4, 2002, the Company completed the divestment of its subsidiary AXXUS Corporation in exchange for the cancellation of Company debt in the amount of $411,406. The upshot of the transaction was the disposition by the Company of its uncompleted technology projects in exchange for the cancellation of debt owed by the Company to the contractor developing the technology. Since inception the Company's original business strategy was to operate as a venture development organization initially focused on content distribution utilizing the Internet. Originally, the Company's core business venture was RAHX 1.0, a software platform that uses Peer to Peer (P2P) technologies to enable and enhance the distribution of digital media files over the Internet. The technology has not reached commercial viability and the Company can no longer fund its development. Accordingly, it was determined to be in the best interest of the Company to divest itself of the unfinished technology in exchange for the cancellation of debt owed by the Company for its development. The Stock Purchase Agreement which consummated the transaction was between the Company and Emanuel Koseos who had been serving as our Chief Technology Officer, a position from which he has now resigned. ITEM 3. BANKRUPTCY OR RECEIVERSHIP Not Applicable. ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT Not Applicable. ITEM 5. OTHER EVENTS Not Applicable ITEM 6. RESIGNATIONS OF REGISTRANT'S DIRECTORS Not Applicable. 2 ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS Financial Statements None Exhibits 10.1 Stock Purchase Agreement ITEM 8. CHANGE IN FISCAL YEAR Not Applicable. 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. RRUN VENTURES NETWORK, INC. DATED: December 13, 2002 By: /s/ Ray Hawkins ------------------------------------ Ray Hawkins Chief Executive Officer 3