art8k082508.htm
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
EXCHANGE ACT OF 1934
Date of
Report: August 26,
2008
AMERIRESOURCE
TECHNOLOGIES, INC.
(Exact
Name of Registrant as Specified in Its Charter)
Delaware
(State or
Other Jurisdiction of Incorporation)
|
0-20033
|
84-1084784
|
|
(Commission
File Number)
|
(IRS
Employer Identification Number)
|
|
3440 E. Russell Road,
Suite 217, Las Vegas,
Nevada
|
89120
|
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
(702)
214-4249
(Registrant’s
Telephone Number, Including Area Code)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
|
Item
3.02
|
Unregistered
Sales of Equity Securities
|
On August 25,
2008, AmeriResource Technologies, Inc., a Delaware corporation, authorized the
issuance of Two Billion Seven Hundred Fifty Million (2,750,000,000) shares of
its restricted common stock of the Company, par value of $0.0001, to Delmar
Janovec, its President. The issuance was in satisfaction of
$275,000 in debt that was owed to Janovec. The total amount of debt outstanding
that was owed to Delmar Janovec was in the approximate amount of $649,757, as of
December 31, 2007, pursuant to the Form 10-KSB. The transaction was
processed as a private sale exempt from registration under Section 4(2) of the
Securities Act of 1933.
The
conversion of debt in the amount of $275,000 was based upon the bid price of
$.0001, at the close, on August 25, 2008. The current total issued and
outstanding common stock of the Company is 3,111,004,337.
The sale
of the stock issued to Delmar Janovec is subject to Rule 144 regulations whereby
only 1% of the issued and outstanding can have the restrictive legend removed
every ninety (90) days for the sale of stock into the marketplace, after holding
the stock for the required period of time.
Item
9.01 Financial Statements and
Exhibits
The
following exhibits are included as part of this report.
|
EXHIBIT
|
PAGE
|
|
|
NO.
|
NO.
|
DESCRIPTION
|
|
|
|
|
|
|
|
|
|
None
|
|
|
SIGNATURES
Pursuant to the requirement of the
Securities Act of 1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.
Dated
this 26th day of August, 2008.
|
|
AmeriResource
Technologies, Inc.
|
|
|
|
|
|
|
|
|
|
|
By:
|
/s/
Delmar Janovec
|
|
|
|
By:
Delmar Janovec, President
|