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): January 4, 2005
COMMISSION FILE NUMBER 000-30152
Payment Data Systems, Inc.
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(Exact name of registrant as specified in its charter)
Nevada 98-0190072
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) identification No.)
12500 San Pedro, Suite 120
San Antonio, TX 78216
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(Address of principal executive office)
(Zip Code)
(210) 249-4100
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(Registrant's telephone number, including area code)
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 3.02 Unregistered Sale of Equity Securities.
Beginning on October 13, 2004 and ending on January 4, 2005, we issued a total
of 1,286,910 shares of our common stock to Dutchess Private Equities Fund
pursuant to an equity line of credit and received total proceeds, net of
issuance costs, of $332,929. These shares were issued without registration under
the Securities Act of 1933, as amended, pursuant to the exemption provided by
Section 4(2) of the Securities Act and the regulations thereunder.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the Registrant has duly caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.
Payment Data Systems, Inc.
By: /s/ Michael R. Long
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Michael R. Long, Chief Executive Officer and
Chief Financial Officer
Dated: January 10, 2005