AMENDMENT NO. 3 TO
                                  SCHEDULE 14C

                                 (RULE 14C-101)

                  INFORMATION REQUIRED IN INFORMATION STATEMENT
                            SCHEDULE 14C INFORMATION

               Information Statement Pursuant to Section 14(c) of
                       the Securities Exchange Act of 1934

Filed by the registrant   [X]
Filed by a party other than the registrant   [ ]

Check the appropriate box:

[X]  Preliminary Information Statement Amended

[_]  Confidential, for use of the Commission (only as permitted by Rule
     14c-5(d)(2))

[_]  Definitive Information Statement

                              Immediatek, Inc.
            ------------------------------------------------
            (Name of Registrant as Specified in its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

[X]  No fee required.

[ ]  Fee computed on table below per Exchange Act Rules 14c-5(g) and 0-11.

     1)  Title of each class of securities to which transaction applies:
     2)  Aggregate number of securities to which transaction applies:
     3)  Per unit or other underlying value of transaction computed pursuant
         to Exchange Act Rule 0-11 (set forth the amount on which the filing
         fee is calculated and state how it was determined):
     4)  Proposed maximum aggregate value of transaction:
     5)  Total fee paid:

[ ]  Fee paid previously with Preliminary materials.

[ ]  Check box if any part of the fee is offset as provided by Exchange Act
     Rule 0-11(a)(2) and identify the filing fee for which the offsetting
     fee was paid  previously.  Identify the previous filing by registration
     statement number, or the Form or Schedule and the date of its filing.

     1)   Amount Previously Paid:
     2)   Form, Schedule or Registration Statement No.
     3)   Filing Party:
     4)   Date Filed:






                        WE ARE NOT ASKING YOU FOR A PROXY
                  AND YOU ARE REQUESTED NOT TO SEND US A PROXY.


                                Immediatek, Inc.
                    2435 N. Central Expressway Suite 1200
                             Richardson, TX  75080
                   Phone: (214) 712-7336  Fax: (214)

                            INFORMATION STATEMENT
                         AND NOTICE OF ACTIONS TAKEN
                BY WRITTEN CONSENT OF THE MAJORITY STOCKHOLDERS


General Information
-------------------

     This information is being provided to the shareholders of Immediatek, Inc.
(the "Company"), in connection with our prior receipt of approval by written
consent, in lieu of a special meeting, of the holders of a majority of our
common stock authorizing a two hundred fifty for one reverse stock split (the
"Stock Split").  The shareholders holding shares representing 95.0% of the votes
entitled to be cast at a meeting of the Company's shareholders, consented in
writing to the proposed actions.  The approval by the shareholders will not
become effective until 20 days from the date of mailing of this Information
Statement to our shareholders.

     The Company's Board of Directors approved this action on January 9,
2003, and recommended to effectuate a two hundred fifty for one (250:1)
reverse split of the outstanding Common Stock, while retaining the current
par value of $0.001, with appropriate adjustments to the capital accounts
of Immediatek, with no stockholder to be reduced below one (1) share, on a per
stockholder of record basis, and with all fractional shares rounded up.

     The elimination of the need for a special meeting of the shareholders to
approve the Amendment is authorized by Section 78.320 of the Nevada Revised
Statutes, (the "Nevada Law").  This Section provides that the written consent
of the holders of outstanding shares of voting capital stock, having not less
that the minimum number of votes which would be necessary to authorize or
take the action at a meeting at which all shares entitled to vote on a matter
were present and voted, may be substituted for the special meeting.  According
to this Section 78.390 of the Nevada Law, a majority of the outstanding shares
of voting capital stock entitled to vote on the matter is required in order to
amend the Company's Articles of Incorporation.  In order to eliminate the costs
and management time involved in holding a special meeting and in order to
effect the Amendment as early as possible in order to accomplish the purposes
of the Company, the Board of Directors of the Company voted to utilize the
written consent of the majority shareholders of the Company.





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     The date on which this Information Statement was first sent to the
shareholders is on, or about January __, 2003.  The record date established
by the Company for purposes of determining the number of outstanding shares
of Voting Capital Stock of the Company was January 8, 2003, (the "Record
Date").

Outstanding Voting Stock of the Company
---------------------------------------

     As of the Record Date, there were 430,650,700 shares of Common Stock
issued and outstanding.  The Common Stock constitutes the outstanding class
of voting securities of the Company.   Each share of Common Stock entitles
the holder to one (1) vote on all matters submitted to the shareholders.

Security Ownership of Certain Owners and Management
---------------------------------------------------

     The following Table sets forth the Common Stock ownership information as
of January 9, 2003, with respect to (i) each person known to the Company to
be the beneficial owner of more than 5% of the Company's Common and Preferred
Stock, (ii) each director of the Company, (iii) each person intending to file
a written consent to the adoption of the Amendment described herein, and (iv)
all directors, executive officers and designated shareholders of the Company
as a group. This information as to beneficial ownership was furnished to the
Company by or on behalf of each person named.

Table 1.  Beneficial Ownership



                              Preferred
                               Class A      Number of Shares
                              Number of   following conversion    Percent
Name(1)(2)    Position          Shares       to Common Stock    Ownership(3)
----------------------------------------------------------------------------
                                                      
Zach Bair     Chairman/CEO/   2,200,000       220,000,000         51.1%
              Secretary

Tim DeWitt    Shareholder     1,800,000       180,000,000         41.8%
                             -----------------------------------------------
Totals:                       4,000,000       400,000,000         92.9%

All Executive Officers and
    Directors as a Group
    (1 person)                2,200,000       220,000,000         51.1%


1)  Business Address:  2435 N. Central Expressway Suite 1200, Richardson,
    Texas  75080.
2)  Consenting shareholder
3)  Percentages are based on 430,650,700 shares.

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Purpose and Effect of Reverse Stock Split
-----------------------------------------

     Our board of directors believes the two hundred fifty for one (250:1)
reverse stock split is necessary to increase the effective marketability of
its common stock to institutional buyers and to enhance the liquidity of the
common stock so that the Company can better access capital markets.
Immediatek will not issue any certificates representing fractional shares of
Immediatek's common stock in the transaction, while retaining the current par
value of $0.001, with appropriate adjustments to the capital accounts of
Immediatek.  Any resulting fractional shares shall be rounded up.  Any
shareholder who owns 250 or fewer common shares will receive one share.  This
reverse stock split will reduce the number of issued and outstanding common
shares from 430,650,700 to 1,722,600 common shares and have no effect on the
authorized number of shares.

The board of directors of Immediatek may authorize, without further shareholder
approval, the issuance of such shares of common stock or preferred stock to such
persons, for such consideration, and upon such terms as the board of directors
determines.  Such issuance could result in a significant dilution of the voting
rights and the stockholders' equity, of then existing shareholders.

Issuance of additional common stock may have the effect of deterring or
thwarting persons seeking to take control of Immediatek through a tender offer,
proxy fight or otherwise or to bring about removal of incumbent management or
a corporate transaction such as merger.  For example, the issuance of common
stock or preferred stock could be used to deter or prevent such a change of
control through dilution of stock ownership of persons seeking to take control
or by rendering a transaction proposed by such persons more difficult.

Stockholders will be required to exchange their stock certificates for new
certificates representing the shares of Common Stock after giving effect to
the Reverse Stock Split with the Company's transfer agent.  Stockholders
will not be required to pay a transfer or other fee in connection with the
exchange of certificates.

     There can be no assurance, nor can the Board of Directors of the Company
predict what effect, if any, these change, include the reverse stock split
will have on the market price of the Company's common stock.

No Dissenter's Rights
---------------------

     Under Nevada Law, our dissenting shareholders are not entitled to
appraisal rights with respect to our amendment, and we will not independently
provide our shareholders with any such right.


                                   4




Nevada Anti-Takeover Provisions
-------------------------------

The anti-takeover provisions of Sections 78.411 through 78.445 of the Nevada
Corporation Law apply to Immediatek.  Section 78.438 of the Nevada law
prohibits the Company from merging with or selling more than 5% of our assets
or stock to any shareholder who owns or owned more than 10% of any stock or any
entity related to a 10% shareholder for three years after the date on which the
shareholder acquired the Immediatek  shares, unless the transaction is approved
by Immediatek' Board of Directors.  The provisions also prohibit the Company
from completing any of the transactions described in the preceding sentence
with a 10% shareholder who has held the shares more than three years and its
related entities unless the transaction is approved by our Board of Directors
or a majority of our shares, other than shares owned by that 10% shareholder
or any related entity.  These provisions could delay, defer or prevent a
change in control of Immediatek .

Conclusion
----------

     As a matter of regulatory compliance, we are sending you this
Information Statement which describes the purpose and effect of the
Amendment.  Your consent to the Amendment is not required and is not
being solicited in connection with this action.  This Information
Statement is intended to provide our stockholders information required by
the rules and regulations of the Securities Exchange Act of 1934.

WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US A
PROXY.  THE ATTACHED MATERIAL IS FOR INFORMATIONAL PURPOSES ONLY.


                                    For the Board of Directors of
Date:  January ___, 2003            Immediatek, Inc.


                                    By:  /s/ Zach Bair
                                    ----------------------------------
                                             Zach Bair
                                             Chief Executive Officer

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