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):  October 21, 2009
 

 
  Bergio International, Inc.
(Exact name of registrant as specified in its charter)
 
Delaware
333-150029
N/A
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)

 
12 Daniel Road EastFairfield, New Jersey
 
07004
(Address of principal executive offices)
(Zip Code)


Registrant’s telephone number, including area code:   (973) 227-3230

 
Alba Mineral Exploration, Inc.
(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:

[ ]
Written communications pursuant to Rule 425 under the Securities Act (17CFR 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 5 – Corporate Governance and Management

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

On October 21, 2009, we filed a Certificate of Amendment with the Delaware Secretary of State in order to change our name to “Bergio International, Inc.” and to implement a forward split of our common shares on the basis of 12 shares for every share issued and outstanding.  The total number of authorized shares has not been changed by this action.

A copy of the Certificate of Amendment is attached hereto as Exhibit 3.1 and is incorporated by reference herein.

In connection with this name change and forward split, we have the following new CUSIP number:  084080 100.  We have submitted the required information to FINRA and expect a new trading symbol in the coming weeks.

Section 9 – Financial Statements and Exhibits

Item 9.01                      Financial Statements and Exhibits

Exhibit No .
Description
   

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 thereunto duly authorized.







Date:  October 22, 2009
Bergio International, Inc.
   
   
 
By:  /s/Berge Abajian                                                          
 
Berge Abajian
 
Chief Executive Officer

CERTIFICATE OF AMENDMENT
OF
CERTIFICATE OF INCORPORATION
OF
ALBA MINERAL EXPLORATION, INC.

Alba Mineral Exploration, Inc. (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, hereby certifies as follows:

FIRST: That at a meeting of the Board of Directors of the Corporation, resolutions were duly adopted setting forth a proposed amendment of the Certificate of Incorporation of said Corporation, declaring said amendment to be advisable and asking the stockholders of the Corporation for consideration. The resolution setting forth the proposed amendment is as follows:

RESOLVED, that the Certificate of Incorporation of this corporation be amended by changing the Article thereof numbered “FIRST” so that, as amended, said Article shall be and shall read as follows:

“The name of the corporation is: Bergio International, Inc.”

RESOLVED FURTHER, that the Certificate of Incorporation of this corporation be amended by changing the Article thereof numbered “FOURTH” so that, as amended, said Article shall be and shall read as follows:

“The total number of shares of stock which the corporation is authorized to issue is 75,000 shares of common stock having a $0.001 par value. The shares of common stock currently issued and outstanding are to be split forward at a ratio of twelve (12) new shares for each one (1) old share, with the par value remaining at $.001 per share.”

SECOND: That thereafter, pursuant to resolution of its Board of Directors, Consent of its Shareholder, pursuant to a written consent in lieu of a meeting of shareholders in accordance with Section 228 of the General Corporation Law of the State of Delaware, was signed authorizing the change of name of the Corporation, effective October 19, 2009.

THIRD: That said amendment was duly adopted in accordance with the provisions of Sections 242 and 228 of the General Corporation law of the State of Delaware.

IN WITNESS WHEREOF, the Corporation has caused this certificate to be signed by Berge Abajian, its Chief Executive Officer and Secretary, this 21th day of October, 2009.


 

   /s/Berge Abajian
By: Berge Abajian, CEO and President
Authorized Officer