UNITED STATES
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) May 24, 2006
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SEAMLESS WI-FI, INC.
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(Exact name of registrant as specified in its charter)
Nevada 0-20259 33-0845463
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(State or other (Commission (IRS Employer
jurisdiction of incorporation) File Number) Identification No.)
800N. Rainbow Blvd, Suite 208,Las Vegas, Nevada 89107
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(Address of principal executive offices) (Zip Code)
775-588-2387
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Registrant's telephone number, including area code
None
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(Former name or former address, changes 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
followings provisions (see General Instructions A.2. below):
[ ] 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))
Section 1 -Registrant's Business and Operations
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Item 8.01 Other Events
On May 23, 2006 the registrants Preferred A shares issued and outstanding were
reduced by 4,510 shares to 956,841 these shares were converted to common stock.
The registrant's common stock increased to 231,937,154
This conversion was pursuant to loan agreements between Ayuda Funding and the
Registrant for an additional $600,000, over its current loan amount of
$2,000,000 of which $1,626,000 was reported in 10Q for March 31, 2006 and
includes the $374,000 that was funded after the end of the quarter.
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.
Seamless Wi-Fi, Inc.
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(Registrant)
May 24, 2006
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Date
/s/ Albert R. Reda
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Albert R. Reda, President