SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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) is November 1, 2004
YP CORP.
(Exact name of registrant as specified in its charter)
NEVADA 000-24217 85-0206668
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(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation or jurisdiction) Identification Number)
4940 E. JASMINE STREET, SUITE 105, MESA,
ARIZONA 85205
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(Address of principal (Zip Code)
executive office)
Registrant's telephone number, including area code: (480) 654-9646
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)
[ ] 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 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On November 1, 2004, YP Corp. ("YP") and Penny Spaeth formalized Ms Spaeth's
position with YP by entering into an employment agreement (the "Employment
Agreement"). The term of the Employment Agreement is for two years and such term
shall automatically renew for successive one-year terms unless and until the
Employment Agreement is terminated by either party. Under the Employment
Agreement, Ms. Spaeth will, among other things:
- continue to serve as Chief Operating Officer of YP and report to Peter
Bergmann, YP's Chief Executive Officer;
- be entitled to an initial annual base salary of $137,500 with an
increase to $151,250 in the second year of the contract and,
thereafter, annual increases of at least 10%;
- be entitled to a $1,000 signing bonus and an annual bonus of 25,000
shares of restricted stock under YP's 2003 Stock Plan in the event
that YP's basic earnings per share for the respective fiscal year
exceed the prior fiscal year's basic earnings per share by at least
50%;
- be entitled to a $400 monthly car allowance and $100 per month cell
phone reimbursement;
- be entitled to customary benefits; and
- be entitled to receive two months of payments under the contract if
she is terminated without cause or the Company undergoes a change of
control; and
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.
Date: November 12, 2004 YP CORP.
/s/ Peter Bergmann
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Peter Bergmann, Chairman and Chief
Executive Officer