SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 6, 2008

POWER SPORTS FACTORY, INC.
(Exact Name of Registrant as Specified in Charter)

Minnesota
000-25385
41-1853993
(State or Other Jurisdiction
(Commission
( I.R.S. Employer
of Incorporation)
File Number)
Identification No.)

6950 Central Highway, Pennsauken, NJ
08109
(Address of Principal Executive Offices)
(Zip Code)

Registrant's telephone number, including area code:    
(856) 488-9333

 
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):

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

The following table sets forth the sales of unregistered securities since the Company’s last report filed under this item.  The descriptions of certain previously reported items have been amended.

 Date
Title and Amount (1)
Purchaser
Principal
Underwriter
Total Offering Price/
Underwriting Discounts
August 6, 2008
550,000 shares of common stock issued for conversion of promissory note and accrued interest.
Private Investor
NA
$275,000/NA
August 20, 2008
75,000 shares of common stock.
Consultant
NA
$18,750/NA
August 28, 2008
14,285 shares of common stock.
Supplier.
NA
10,000/NA
August 28, 2008
250,000 shares of common stock.
Joint Venture Partner
NA
$62,500/NA
September 25, 2008
250,000 shares of common stock.
Consultant
NA
$25,000/NA
September 29, 2008
500,000 shares of common stock issued in conversion of debt of $40,000.
Consultant.
NA
$40,000/NA
September 29, 2008
262,500 shares of common stock issued in conversion of debt of $21,000.
Officer and director
NA
$21,000/NA
September 29, 2008
500,000 shares of common stock issued in conversion of debt of $40,000.
Officer and director.
NA
$40,000/NA
October 1, 2008
125,000 shares of common stock.
Origination fee.
NA
$22,500/NA
October 21, 2008
500,000 shares of common stock.
Financing consultant.
NA
$40,000/NA
February 18, 2009
10,000 shares of common stock.
Consultant
NA
$500/NA
March 13, 2009
250,000 shares of common stock issued for extension fee promissory note.
Private Investor
NA
$12,500/NA
April 9, 2009
2,000,000 shares of common stock.
Private Investor
NA
$100,000/NA
April 10, 2009
428,570 shares of common stock.
Private Investor
NA
$15,000/NA
April 28, 2009
1,250,000 shares of common stock
Consultant
NA
$90,000/NA
April 28, 2009
1,000,000 shares of common stock
Private Investor
NA
$50,000/NA
April 28, 2009
4,604,428 shares of common stock
Supplier
NA
$252,310/NA
May 11, 2009
4,163,487 shares of common stock
Private investor
NA
$292,049/NA

(1) The issuances to consultants, investors and employees are viewed by the Company as exempt from registration under the Securities Act of 1933, as amended (“Securities Act”), alternatively, as transactions either not involving any public offering, or as exempt under the provisions of Regulation D or Rule 701 promulgated by the SEC under the Securities Act.

 
 
 

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
 
POWER SPORTS FACTORY, INC.
  
       
 
By
/s/ Shawn Landgraf  
   
Shawn Landgraf, Chief Executive Officer
  
       
   
Date: July 21, 2009