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 15, 2014

GREAT PLAINS HOLDINGS, INC.
 (Exact name of registrant as specified in its charter)

Nevada
000-51872
87-0645394
(State or other jurisdiction of incorporation)
(Commission File No.)
(IRS Employer Identification No.)


4060 NE 95 th Rd,
Wildwood, FL
 
34785
(Address of principal executive offices)
 
(Zip Code)
 
(352) 561-8182
Registrant’s telephone number, including area code

Not applicable.
(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):

[   ]
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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
  
On August 15, 2014, George I. Norman resigned as a member of the board of directors of Great Plains Holdings, Inc. (the “Company”).  There were no disagreements between the Company and Mr. Norman as to the Company’s operations, policies (including accounting or financial policies) or practices.  In connection with Mr. Norman’s resignation, the Company entered into a Release Agreement dated August 15, 2014.  Under the terms of the Release Agreement, the Company paid Mr. Norman $4,450.00 in exchange for a release of all claims Mr. Norman had or may have had concerning the Company, its officers, directors, affiliates, subsidiaries, agents and attorneys. In addition, the Company agreed to release Mr. Norman from all claims the Company had or may have had concerning the Mr. Norman.

The foregoing description of the Release Agreement does not purport to be complete and is qualified in its entirety by the Release Agreement, a copy of which is attached to this Current Report on Form 8-K as Exhibit 10.1 which is incorporated herein by reference.
 
Item 9.01             Financial Statements and Exhibits
 
(d)           Exhibits

Exhibit No.
 
Description of Exhibit
     
10.1
 
Release Agreement by the Company and George I. Norman dated August 15, 2014.
 
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.

 
GREAT PLAINS HOLDINGS, INC. 
 
Date:   August 15, 2014
By:   /s/ Kent Campbell
 
        Kent Campbell, Chief Executive Officer
 
 
 
 
Exhibit 10.1
 
 
 
RELEASE AGREEMENT
 
THIS RELEASE AGREEMENT (the “Agreement”) is made effective as of August 15, 2014 by and between GEORGE I. NORMAN, (“Norman”) and GREAT PLAINS HOLDINGS, INC., a Nevada corporation (the “Company”). Norman and the Company may collectively be referred to as the “Parties”.

In consideration of the execution and delivery of the Agreement and other good and valuable considera­tion, the receipt and sufficiency of which are hereby acknowl­edged, the Parties hereby agree as follows:

1. Subject to each of the obligations of the Parties set forth in this Agreement, the Company shall pay Norman the sum of $4,450.00 upon execution of this Agreement.

2. Norman shall sign the letter of resignation attached hereto as Exhibit A and deliver such resignation to the Company upon execution of this Agreement.

3. Norman hereby agrees to remise, release, acquit, satisfy, and forever dis­charge the Company, its officers, directors, affiliates, subsidiaries, agents and attorneys (hereinafter collectively referred to as the “Indemnified Parties”), of and from all, and all manner of action and actions, cause and causes of action, suits, debts, dues, sums of money, accounts, reckonings, bonds, bills, special­ties, covenants, contracts, controversies, agreements, promises, variances, trespasses, damages, judgments, executions, claims and demands whatsoever, in law or in equity, which Norman ever had, now has, or which any personal representative, succes­sor, heir or assign of Norman, hereafter can, shall or may have, against the Indemnified Parties, for, upon or by reason of any matter, cause or thing whatsoever, from the beginning of the world to the day of these presents including, but not limited to any rights as a shareholder, former Chief Financial Officer or member of the board of directors of the Company. This Release is intended to include all possible legal theories, including but not limited to, any tort; the violation of any express or implied contract whether written or oral, or any federal, state or local fair employment practice, workers compensation or other employee relations statutes, regulations or executive orders, including the Employee Retirement Income Security Act (“ERISA”), defamation, intentional infliction of emotional distress; injury to reputation; and pain and suffering.

4. The Company hereby agrees to remise, release, acquit, satisfy, and forever dis­charge Norman of and from all, and all manner of action and actions, cause and causes of action, suits, debts, dues, sums of money, accounts, reckonings, bonds, bills, special­ties, covenants, contracts, controversies, agreements, promises, variances, trespasses, damages, judgments, executions, claims and demands whatsoever, in law or in equity, which the Company ever had, now has, or which any succes­sor or assign of the Company, hereafter can, shall or may have, against Norman, for, upon or by reason of any matter, cause or thing whatsoever, from the beginning of the world to the day of these presents including, but not limited to any rights as a shareholder, former Chief Financial Officer or member of the board of directors of the Company. This Release is intended to include all possible legal theories, including but not limited to, any tort; the violation of any express or implied contract whether written or oral, or any federal, state or local fair employment practice, workers compensation or other employee relations statutes, regulations or executive orders, including the Employee Retirement Income Security Act (“ERISA”), defamation, intentional infliction of emotional distress; injury to reputation; and pain and suffering.

5. Norman acknowledges that this release has been executed voluntarily. Norman has had the opportunity to obtain the advice of any attorney or a representative of Norman’s choice prior to executing this Release and has a full understanding of the terms of this release, which may not be changed except by a writing signed by both the Indemnified Parties and Norman.

6. If a party to this Agreement retains or engages any attorney or attorneys to collect, enforce or protect its interest with respect to this Agreement, or any instrument or document delivered pursuant to this Agreement, the non-prevailing party in any court action shall pay all of the reasonable costs and expenses of such collection, enforcement or protection, including without limitation all reasonable attorneys' fees and court costs prior to litigation, at trial and on appeal.

7. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida.

8. All parties agree that venue for any court action pertaining to this Agreement shall be in the state and federal courts located in Sumter County, Florida. All parties agree to submit themselves to the jurisdiction of these courts.

IN WITNESS WHEREOF, Norman has signed the Agreement as of the date first above written.

/s/George I. Norman
George I. Norman

Great Plains Holdings, Inc.

By: /s/ Kent Campbell

Name: Kent Campbell
Title: Chief Financial Officer

 
 
 
 
EXHIBIT A

LETTER OF RESIGNATION

August 15, 2014

Great Plains Holdings, Inc.
4060 NE 95th Road
Wildwood, Florida 34785

Attn. Kent Campbell, Chief Executive Officer

Gentlemen:
This letter confirms that I hereby resign from the Board of Directors of Great Plains Holdings, Inc. and its subsidiaries (the “Company”) and from all offices that I hold effective immediately. My resignation is not the result of any disagreement with the Company on any matter relating to its operation, policies (including accounting or financial policies) or practices.

Sincerely,
/s/ George I. Norman
George I. Norman