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): July 14, 2010
ECLIPS
MEDIA TECHNOLOGIES, INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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000-25097
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65-0783722
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(State
or Other Jurisdiction
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(Commission
File
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(I.R.S.
Employer
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of
Incorporation)
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Number)
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Identification
Number)
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110 Greene Street, Suite
403, New York, New York 10012
(Address
of principal executive offices) (zip code)
(212)
851-6425
(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 (see General Instruction A.2. below):
¨
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 July
14, 2010, EClips Media Technologies, Inc. (the “Company”) issued 1,500,000
restricted shares of the Company’s common stock to an investor for $75,000 paid
in cash under a subscription agreement.
The
securities above were issued in reliance upon exemptions from registration under
Section 4(2) of the Securities Act of 1933, as amended.
SIGNATURES
Pursuant
to the requirements of the Securities and Exchange Act of 1934, the registrant
has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
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ECLIPS
MEDIA TECHNOLOGIES, INC.
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Dated: July
20, 2010
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By:
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/s/ Eric Simon
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Eric
Simon
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Chief
Executive Officer
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