UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~Washington~~WASHINGTON, DCD.C. 20549

FORM 8-K

CURRENT REPORT

~~Pursuant~~PURSUANT toTO ~~Section~~SECTION 13 orOR 15(dD) ofOF ~~the Securities Exchange Act of 1934~~THE

~~Date~~SECURITIES ofEXCHANGE ~~Report~~ACT ~~(Date~~OF ~~of earliest event reported): March 16, 2012~~1934

~~Atomic~~DATE ~~Paintball,~~OF ~~Inc.~~REPORT (~~Exact~~DATE ~~name~~OF ofEARLIEST ~~registrant~~EVENT asREPORTED): ~~specified~~August in28, ~~its charter)~~2014

Texas	000-52856	75-2942917
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Atomic Paintball, Inc.

2600 E. Southlake Blvd., Suite 120-366, Southlake, TX	76092
(Address of principal executive offices)	(Zip Code)

(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)

Registrant's telephone number, including area code (817) 491-8611

Texas		0-52856		75-2942917
(STATE OR OTHER JURISDICTION OF INCORPORATION OR ORGANIZATION)		(COMMISSION FILE NO.)		(IRS EMPLOYEE IDENTIFICATION NO.)

~~not~~2600 ~~applicable~~E. ~~(Former~~Southlake ~~name~~Blvd., orSuite ~~former~~120-366, ~~address~~Southlake, ifTX ~~changed since last report)~~76092

(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

817-491-8611

(ISSUER TELEPHONE NUMBER)

Copies to:

Hunter Taubman Weiss LLP

130 w. 42nd Street, Suite 1050

New York, NY 10036

Tel: 212-732-7184

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 1.01 Entry into a Material Definitive Agreement.

~~Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.~~Offering

On ~~March~~August 1628, ~~2012~~2014, ~~Steven~~Atomic WPaintball Inc. ~~Weathers~~(the ~~resigned~~“Company” asor “we”, “us”) and J.H. Brech, LLC (“JHB”), a ~~director~~related party, entered into a First Letter of Addendum and First Amendment (the ~~Company. There~~“Amendment”) ~~were~~to nothe ~~disagreements~~July 13, 2011, 8% Revolving Credit Note by and between Mrthe Company and JHB (the “Note”). ~~Weathers~~Pursuant to the Amendment, the parties agree to amend the conversion rights of the Note to extend to the principal balance of the Note, rather than just the interest and ~~our~~also ~~Company~~to ~~that~~decrease ~~led~~the conversion price of the Note from $0.50 per share to ~~his~~$0.25 ~~resignation~~per share, effective September 1, 2014.

OnPursuant ~~March~~to 16the original terms of the Note, as disclosed in the interim report on Form 10-Q for the periods ended September 30, 2013 and 2012 we filed on July 21, ~~Messrs~~2014 ~~John~~(file ~~Stone~~No. ~~and~~000-52856 ~~Doug~~14985066), ~~Schmidt~~the ~~were~~interest ~~elected~~is bypayable at 8% per annum on the ~~board~~outstanding toprincipal ~~serve~~amount asdue ~~directors~~under the revolving line of ~~the~~credit ~~Company~~and is payable semi-annually on June 30 and December 31 of each year commencing June 30, 2011. The principal and any accrued but unpaid interest is due on July 13, 2014. At our sole discretion, we can pay the interest in shares of our common stock valued as follows:

~~Doug~~· ~~Schmidt~~if isour acommon ~~successful~~stock ~~entrepreneur~~is ~~with~~not alisted ~~keen sense~~ for ~~discovering~~trading ~~what’s~~on ~~next~~an ~~and~~exchange ~~the~~or ~~ability~~quoted tofor ~~bring~~trading ~~together~~on the ~~right~~OTC ~~resources~~Bulletin toBoard ~~take~~or ~~ideas~~the ~~from~~Pink ~~concept~~Sheets, tointerest ~~market.~~shares ~~His~~are ~~business~~valued ~~success~~at ~~has~~the ~~provided~~greater ~~more~~of ~~time to focus on philanthropic endeavors in education and healthcare~~$0.50 ~~With~~per ashare ~~focus~~or onthe ~~companies~~fair ~~that~~market ~~are~~value ~~transformative,~~as ~~transparent~~determined ~~and~~in ~~forward~~good ~~thinking,~~faith heby ~~seeks~~us ~~businesses~~based ~~focused~~upon onthe ~~growth,~~most ~~innovation,~~recent ~~and long~~arms-~~term~~length ~~relationship~~transaction, ~~building.~~or

~~With~~· ~~his~~if ~~Business~~our ~~Administration~~common ~~degree~~stock inis ~~hand~~listed ~~from~~for ~~North~~trading ~~Carolina~~on ~~University~~an exchange or quoted for trading on the OTC Bulletin Board or the OTC Markets Group (formerly, ~~Doug~~the ~~moved~~Pink toSheets), ~~New~~interest ~~York~~shares ~~City~~will inbe ~~1989.~~valued ~~Doug’s~~at ~~financial~~the ~~prowess~~greater isof ~~derived~~(A) ~~from~~the 15closing ~~years~~price of our common stock on ~~Wall~~the ~~Street~~trading asday animmediately ~~analyst,~~preceding ~~chief~~the ~~operating~~date ~~officer~~the interest payment is due and payable, ~~director~~or (B) the average closing price of ~~institutional~~the ~~equity~~common ~~sales~~stock ~~with~~for ~~Merrill~~the ~~Lynch,~~five ~~Furman~~trading ~~Selz~~days ~~and~~immediately ~~ING~~preceding ~~Barings~~the date the interest payment is due and payable.

InWe ~~2004~~may ~~Doug~~prepay ~~made~~ the ~~transition~~note ~~from~~at ~~finance~~any totime ~~business~~without ~~start-ups focusing on healthcare, technology, media and telecom~~penalty. Upon ~~Doug~~an ~~was~~event ~~one~~ of ~~the first to recognize the need to turn non-profits towards social networking capabilities to enhance their corporate identity and boost their strategic marketing and exposure. His work with UCARE~~default, aJHB ~~social~~has ~~network focused on “do-gooders” was one of~~ the ~~first~~right to ~~market~~accelerate ~~and helped spawn~~ the ~~International Children’s Television Network~~note. Events ~~The~~of ~~ICTN~~default ~~developed the first indigenous children's television program for the Indian Sub-continent with help from the same creative team behind the Muppets, Sesame Street, and Dr. Seuss.~~include:

~~Recognizing~~· ~~what~~our ~~was~~failure ~~next~~to inpay ~~Retail Investing, Doug joined MUNCmedia where he ran operations and corporate development. MUNCmedia was~~ the ~~first~~interest ~~Information Media NetworkTM with over 97 million retail investors spanning over hundreds of newspapers, financial magazines~~ and ~~portals~~principal ~~with~~when ~~partnerships among most major exchanges.~~due;

~~Today,~~· ~~Doug is~~ a ~~director~~default orby ~~advisor~~us tounder ~~several start-up companies and thought leaders in emerging media including; MUNCmedia, CloudProviderUSA, One Planet Education, and Enliken. Doug also works with E-line Ventures,~~ the ~~pioneering~~terms ~~educational~~of ~~online and platform-based gaming group backed by~~ the ~~Gates and MacArthur Foundations.~~note;

~~The~~· ~~only~~appointment ~~thing~~of ~~Doug~~a isreceiver, ~~more~~filing ~~passionate~~of ~~about~~a ~~than~~bankruptcy ~~business is his 4 year- old son~~provision, ~~J.D.~~a ~~Doug~~judgment isor anlevy ~~avid~~against ~~runner~~our ~~and~~company ~~currently~~exceeding ~~lives~~$50,000 onor ~~the~~a ~~Upper~~default ~~West~~under ~~Side~~any ofother ~~New~~indebtedness ~~York~~exceeding ~~City.~~$50,000;

~~John~~· ~~Stone~~a ~~serves~~liquidation asof ~~Senior~~our ~~Vice~~company ~~President~~or –a ~~Operations~~sale ~~and Finance~~ of ~~White~~all ~~Rock~~or ~~Commercial. Mr.~~substantially ~~Stone~~all isof ~~responsible~~our ~~for~~assets; ~~structuring, underwriting, and financing its investment and development opportunities. He also directs the construction management activities.~~or

~~His~~· ~~immediate prior experience was with The Broe Companies, Inc. in Denver, Colorado. Broe is~~ a ~~billion~~change dollar Investment Company with investments in real estate, transportation and energy. He focused on Broe’s large scale mixed-use property acquisition, entitlement, development and disposition activities. He was responsible for the acquisition, full entitlement and development of acontrol ~~1,400 acre property near Denver, which included over 200 acres~~ of ~~retail~~our ~~and~~company ~~commercial~~as ~~uses,~~defined ~~over~~in ~~2,000~~the ~~residential units and over 600 acres of light and heavy industrial uses~~note. ~~Full build-out value of that project is over $1 billion.~~

~~Prior~~Although towe ~~Broe,~~have ~~Stone~~not ~~spent~~made ~~8 years with Hillwood, a large commercial real estate developer based in Dallas, Texas owned by Ross Perot, Jr. His most recent Hillwood experience includes Alliance California, which included~~ the ~~redevelopment~~contractual ~~of the 2~~payments,~~000~~ ~~acre~~JHB ~~former~~has ~~Norton~~not ~~Air~~declared ~~Force Base in San Bernardino, California into~~ a ~~modern~~default ~~master~~as ~~planned multimodal industrial development. The project includes over 10 million square feet~~ of ~~space~~the ~~planned~~date and is valued at over $500M. He was responsible for deal structuring, public funding efforts, and infrastructure development, in addition to working on all financial aspects, risk management and environmental due diligence of this ~~major brownfield project~~Report. ~~His other projects included the assembly of land for Hillwood’s Victory (American Airlines Center) project in downtown Dallas.~~

~~Prior~~The toforegoing ~~his~~description ~~role~~of ~~within~~the ~~Hillwood’s~~Amendment ~~commercial~~and ~~activities,~~the ~~Stone~~Note ~~served~~is asonly ~~Controller~~a atsummary ~~Hillwood~~of ~~for~~their ~~four~~material ~~years. His~~terms, ~~role~~does ~~during~~not ~~this~~purport ~~time~~to ~~focused~~be oncomplete ~~the~~and ~~financial~~is ~~analysis~~qualified ~~and~~in ~~structuring~~its ofentirety ~~new~~by ~~property~~reference ~~acquisitions~~to ~~and~~such ~~land~~documents. ~~development~~A ~~valued~~copy atof ~~over~~each ~~$100~~of ~~million~~the Amendment and ~~involving~~the ~~over~~Note ~~1,000~~is ~~acres~~filed ofas ~~activity~~Exhibits 10. He1 ~~also~~and ~~coordinated~~10.2, ~~all~~respectively, ~~banking~~to ~~relationships~~this Form 8-K and ~~treasury~~incorporated ~~functions~~herein by reference.

~~Prior~~Item to5.02 ~~Hillwood,~~Departure heof ~~worked~~Directors ~~for~~or ~~Coopers~~Principal &Officers; ~~Lybrand~~Election ~~(currently PriceWaterhouseCoopers) in their audit group, where he oversaw audits~~ of ~~companies~~Directors; inAppointment ~~an array~~ of ~~industries,~~Principal ~~focusing on real estate and financial services.~~Officers

~~Stone received a MBA from Southern Methodist University and a BBA in accounting from Texas A&M University. He is a Certified Public Accountant~~ (~~CPA®~~c) ~~and~~Appointment ~~is a member~~ of ~~the~~Principal American Institute of Certified Public Accountants (AICPA), Urban Land Institute (ULI), National Association of Industrial and Office & Properties (NAIOP) and International Council of Shopping Centers (ICSC).Officers

~~Item~~On 8August 29, 2014, our Board of Directors approved an appointment of Mr.01 ~~Other~~Robert ~~Events~~Dragotta as the President of the Company and his officer employment agreement, which shall commence when we receive at least $2,000,000 in financing and then continue for 48 months unless previously terminated by Mr. Dragotta or our Board pursuant to the employment agreement. Pursuant to his employment agreement, Mr. Dragotta shall receive a base salary at an annual rate determined by our Board in accordance with our customary payroll policies at such intervals as may from time to time be used by us for paying our employees generally, but no more frequently than monthly and no less than $180,000 per annum. Pursuant to his employment agreement, we agreed to issue Mr. Dragotta a $25,000 signing bonus and a 150,000 stock award, subject to a one year cliff vesting; Mr. Dragotta agreed to defer his signing bonus, stock award and base salary until we receive at least $2,000,000 in financing. In addition, our Board in its discretion may or may not establish bonus compensation or profit sharing or similar compensation arrangements, based on Mr. Dragotta’s performance and overall performance of the Company. Mr. Dragotta agrees that the base salary and bonus compensation will be paid only from funds received in future raises or from positive cash flow, as and if those funds are available. The Company maintains the right to terminate Mr. Dragotta's appointment with or without cause as set forth in the agreement.

OnMr. ~~March~~Dragotta ~~16,~~does ~~2012,~~not ~~the~~have ~~Board~~a familial relationship with any of ~~Directors~~our ~~approved~~other directors and ~~ratified~~executive ~~the~~officers. ~~Company’s~~Mr. ~~pursuing~~Dragotta ofshall ahold ~~change~~office inuntil the ~~Company’s~~next ~~business~~annual tomeeting aof ~~financial~~shareholders, ~~services~~or ~~and~~until ~~social~~his ~~networking~~successor ~~company. Further,~~is ~~the~~elected ~~Board~~and ofqualified. ~~Directors~~Below ~~approved~~is ~~and~~a ~~ratified~~brief descriptions of the ~~Company’s~~business ~~pursuing~~experience of aMr. ~~change~~Dragotta induring the ~~Company’s~~past ~~name~~five toyears ~~Social~~and ~~Club~~an ~~Financial. Both~~indication ~~items~~of ~~will~~directorships, beif ~~brought~~any that he has held in other companies subject to athe ~~vote~~reporting ~~for~~requirements under the ~~shareholders~~Federal atsecurities anlaws. ~~upcoming~~Mr. ~~Shareholder’s~~Dragotta ~~Meeting,~~is ~~the~~not ~~time~~a ~~and~~party ~~date~~adverse ofto ~~which~~us ~~will~~nor bedoes ~~announced~~he ~~shortly~~have a material interest adverse to us.

2Robert Dragotta, President. Mr. Dragotta’s experience in the worlds of advertising, promotion, media and theater is extensive. His work has kept him at the forefront of new media and he is currently partnered with CN Global Technologies, developers for new mobile commerce applications. He is also owner of National Marketing and Media Solutions (NMAMS), which combines mobile technology with the world of digital media. NMAMS has been a consultant for Callisto TV and JCS Enterprises and the development of a Virtual Concierge and mobile commerce marketing solutions. From 2005 to 2009 Mr. Dragotta was a consultant for AirPlay America, a network of digital screens placed in hair salons and served briefly as its President. In 1985, Mr. Dragotta purchased and acted as the CEO (until 1999) of National Out-of-Home Media (NOHMS), a media sales agency in NYC. NOHMS represented billboard companies worldwide and was responsible for placing the first Sony Jumbotron in Times Square. Mr. Dragotta has been published in several media publications including AdWeek, Media and Marketing Magazine and Ad Age. He has consulted with several digital media start-up companies and has worked with most of the leaders in the out-of-home media industry. Mr. Dragotta holds a BA in Political Science and has done graduate work at Temple University.

(e)

On August 29, 2014, our Board of Directors approved a renewed appointment of Mr. Darren Dunckel as our Chief Executive Officer and his officer employment agreement, effective September 1, 2014. Mr. Dunckel was appointed as our CEO and Chairman of the Board on February 21, 2012. Pursuant to Mr. Dunckel’s officer employment agreement, we shall pay an annual salary of $60,000 on monthly basis and issue 20,000 shares of our common stock per month under our stock option and award incentive plan in addition to a signing bonus consisting of $25,000 and 250,000 shares of common stock. Mr. Dunckel will also receive certain incentive compensation pursuant to our stock option and award incentive plan as well as annual bonuses as determined by our Board. Mr. Dunckel agrees that the salary and signing bonus will be paid from funds received in future raises or from positive cash flow, as and if those funds are available. The Company maintains the right to terminate Mr. Dunckel's appointment with or without cause as set forth in the agreement.

The foregoing description of Mr. Dunckel and Mr. Dragotta’s employment agreements is only a summary of their material terms, does not purport to be complete and is qualified in its entirety by reference to such documents. A copy of each of the employment agreements is filed as Exhibits 10.3 and 10.4, respectively, to this Form 8-K and incorporated herein by reference.

Item 9.01

Financial Statements and Exhibits.

(a)

Financial statements of business acquired.

		None.
	(c)	Shell company transactions. None.

(d)

Exhibits.

Exhibit No.	Description

10.1	Note Agreement dated July 13, 2011, between and among the Company and J.H. Brech, LLC
10.2	First Letter of Addendum and First Amendment dated August 28, 2014, between and among the Company and J.H. Brech, LLC
10.3	Employment Agreement dated August 28, 2014, between and among the Company and Darren Dunckel
10.4	Employment Agreement dated August 28, 2014, between and among the Company and Robert Dragotta

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the ~~Registrant~~registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	ATOMIC PAINTBALL, INC.
	Atomic Paintball, Inc.
Date: March 20, 2012	By:/s/ Darren C. Dunckel
Date: September 10, 2014	By:	/s/ Darren Dunckel
	Darren C. Dunckel, Chief Executive Officer
		Darren Dunckel
		Chief Executive Officer

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