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):  June 3, 2008

 

Chase Packaging Corporation

(Exact name of registrant as specified in its charter)

 

Texas

 

0-21609

 

93-1216127

(State of incorporation)

 

(Commission File No.)

 

(IRS Employer Identification No.)

 

 

 

 

 

636 River Road
Fair Haven, NJ

 

07704

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code:   (732) 741-1500

 

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 (17 CFR 240.14d-2(b))

 

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

 

 



 

Item 5.03.             Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

 

On June 3, 2008, the Shareholders of Chase Packaging Corporation (the “Company”) adopted an amendment to Section 4.1 of Article Four of the Company’s Articles of Incorporation.

 

Section 4.1. was amended to increase the number of authorized shares of the Company’s Common Stock from 25,000,000 to 200,000,000.

 

A complete copy of the Articles of Amendment to the Articles of Incorporation is being filed as Exhibit 3.1 to this Current Report on Form 8-K.

 

Item 9.01.            Financial Statements and Exhibits.

 

(d)          Exhibits

 

3.1    Articles of Amendment to the Articles of Incorporation.

 

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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.

 

 

 

CHASE PACKAGING CORPORATION

 

 

 

 

Date:  June 6, 2008

By:

  /s/  Ann C.W. Green

 

 

       Ann C.W. Green

 

 

       Assistant Secretary

 

 

       (Principal Financial and

 

 

           Accounting Officer)

 

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Exhibit 3.1

 

Articles of Amendment

to the

Articles of Incorporation

of

CHASE PACKAGING CORPORATION

 

Pursuant to the provisions of Article 4.04 of the Texas Business Corporation Act, the undersigned corporation adopts the following Articles of Amendment to its Articles of Incorporation:

 

Article 1 – Name

 

The name of the corporation as it currently appears on the records of the Secretary of State of Texas is Chase Packaging Corporation.  The filing number issued to the corporation by the Secretary of State of Texas is 140688100.

 

Article 2 – Other Altered, Added, or Deleted Provisions

 

The following amendment to the Articles of Incorporation was adopted by the shareholders of the corporation on June 3, 2008.  The amendment alters Section 4.1 of Article Four of the Articles of Incorporation by deleting such Section 4.1 in its entirety and substituting therefor the following:

 

Section 4.1.  Common Stock .  The aggregate number of shares of Common Stock which the Corporation may issue is 200,000,000 shares, each having a par value of ten cents ($.10).  The shares shall be designated as Common Stock and shall have identical rights and privileges in every respect.”

 

Article 3 – Statement of Approval

 

The amendment to the Articles of Incorporation has been approved in the manner required by the Texas Business Corporation Act and by the constituent documents of the corporation.

 

This document will become effective when the document is filed by the Secretary of State.

 



 

The undersigned signs this document subject to the penalties imposed by law for the submission of a false or fraudulent document.

 

June 6, 2008.

 

 

 

/s/ Ann C.W. Green

 

Ann C. W. Green

 

Assistant Secretary and Chief

 

Financial Officer

 

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