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): July 14, 2008
(Exact
Name of Registrant as Specified in its Charter)
Nevada
|
333-121070
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56-2458730
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State of
Incorporation
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Commission File
Number
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IRS Employer ID
Number
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4606 FM 1960 West, Suite
400, Houston, Texas 77069
Address
of principal executive offices
Registrant’s
telephone number:
(281)
315-8890
c/o Thompson & Knight
LLP, 919 Third Avenue, Floor 39, New York, NY 10022
(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 (see General Instruction A.2. below):
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
|
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
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Item
2.03 Creation
of a Direct Financial Obligation
On July 14, 2008, ABC Funding, Inc.
(the “Company”, “we” or “us”) entered into a loan with Alan Gaines, our
majority stockholder and a director of the Company, whereby we received proceeds
of $50,000 evidenced by a promissory note (the “Note”). The proceeds
from the Note are to be used to fund our short-term working capital
needs.
The Note bears interest at an annual
rate of six percent (6%) and matures the earlier to occur of: (i) the date on
which we close a financing transaction in which we obtain proceeds in excess of
five million dollars ($5,000,000) or (ii) July 15, 2009. We may
prepay the Note in full at any time without penalty.
The Note
may be accelerated in the event that we fail to pay when due any amounts under
the Note or, upon any filing of any petition by or against us, or commencement
of any proceedings for the relief or readjustment of any indebtedness of ours
under any law relating to bankruptcy, insolvency or reorganization or relief of
debtors, the continuance of such event for 60 consecutive days.
Reference
is made to the Note, a copy of which is filed as Exhibit 99.1 hereto and
incorporated herein by this reference, and the above summary of our obligations
under the Note is qualified in its entirety by reference thereto.
Item
9.01 Financial
Statements and Exhibits
Exhibit
Name of
Document
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this Current Report to be signed on its behalf by the undersigned
hereunto duly authorized.
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Dated: July
18, 2008
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ABC Funding,
Inc.
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By:
_/s/ Carl A.
Chase___
_
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Title: Chief
Financial Officer
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Exhibit
Index
Exhibit
Name of
Document
Exhibit
99.1 Promissory
Note in favor of Alan Gaines, dated July 14, 2008.