8-K

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

 

 

December 21, 2009

 

000-51254

Date of Report (Date of earliest event reported)

 

Commission File Number

 

 

PARKS! AMERICA, INC.

 (Exact name of registrant as specified in its charter)

 

 

Nevada

 

91-0626756

(State or other jurisdiction of incorporation or organization)

 

(I.R.S. Employer Identification Number)

 

 

 

 

 

 

1300 Oak Grove Road

Pine Mountain, GA 31822

(Address of Principal Executive Offices) (Zip Code)

 

 

(706) 663-8744

(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 December 21, 2009, Parks! America, Inc. (the “Company”) completed a private placement (the “Private Placement”) of 20,000,000 shares of the Company’s common stock (the “Shares”) at $0.01 per Share from two investors for total consideration of $200,000.  Both investors were “accredited investors” as that term is defined under Regulation D (“Regulation D”) of the Securities Act of 1933, as amended (the “Securities Act”).  The Private Placement was exempt from registration under the Securities Act pursuant to Regulation D.  One of the investors is the Company’s Chairman and Chief Operating Officer.  


Item 9.01

Financial Statements and Exhibits


(a)         Financial Statements of Business Acquired.


Not applicable.


(b)         Pro Forma Financial Information.


Not applicable.


(c)         Shell Company Transaction.


Not applicable.


(d)         Exhibits.


None.



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.


December 21, 2009


PARKS! AMERICA, INC.



By:      /s/ Jon Laria                          

Name:      Jon Laria

Title:        Chief Financial Officer and Director