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 16, 2005

 

VITACUBE SYSTEMS HOLDINGS, INC.
(Exact name of registrant as specified in its charter)

 

Nevada

 

000-50875

 

84-1575085

(State of incorporation)

 

(Commission File No.)

 

(IRS Employer
Identification No.)

 

480 South Holly Street
Denver, CO 80246
(Address of principal executive offices, including zip code)

 

(303) 316-8577
(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):

 

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 (17CFR 240.14d-2(b))

 

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 


 

SECTION 2 – FINANCIAL INFORMATION

 

Item 2.02       Results of Operations and Financial Condition

 

On August 16, 2005, the Registrant issued a press release reporting its financial results for its fiscal second quarter ended June 30, 2005, a copy of which has been filed herewith.

 

All of the information furnished in this report (including Exhibit 99.1 hereto) shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and unless expressly set forth by specific reference in such filings, shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, whether made before or after the date hereof and regardless of any general incorporation language in such filings.

 

Item 9.01       Financial Statements and Exhibits

 

(c)                                Exhibits

 

99.1         Press Release, dated August 16, 2005, reporting VitaCube Systems Holdings Inc. Finanical Results for its fiscal second quarter ended June 30, 2005.

 


 

SIGNATURE

 

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.

 

 

Dated: August 16, 2005

vitacube systems holdings, inc.

 

 

 

By:

/s/ Earnest Mathis, Jr.

 

 

 

Earnest Mathis, Jr.

 

 

Chief Executive Officer