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 (Date of earliest event reported):
 
August 11, 2005



Speedemissions, Inc.
(Exact name of registrant as specified in its charter)



Florida
(State or other
jurisdiction of incorporation)
 
000-49688
(Commission
File Number)
 
33-0961488
(I.R.S. Employer
Identification No.)
         
         
1134 Senoia Road, Suite B2
Tyrone, Georgia 30290
(Address of principal executive offices) (zip code)
         
         
(770) 306-7667
(Registrant’s telephone number, including area code)
         
         
(Former name or former address, if changed since last report.)

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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 11, 2005, in conjunction with the transaction set forth in that certain Form 8-k dated July 25, 2005, as amended by that certain Form 8-k dated August 4, 2005, we issued warrants to acquire 500,000 shares of our common stock at $0.20 per share to six individuals. The issuance was exempt from registration pursuant to Section 4(2) of the Securities Act of 1933, and the shareholders were accredited.

EXHIBITS

     4.1
 
Form of Common Stock Purchase Warrant, dated August 11, 2005
     
     
     
     
     

 
 

 


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.
 
     
Dated: August 12, 2005    Speedemissions, Inc.,
   a Florida corporation
 
 
 
 
 
 
    /s/ Richard A. Parlontieri
 
By: Richard A. Parlonteiri
  Its: President