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 26~~January 15, ~~2007~~2008

CRDENTIA CORP.

(Exact name of registrant as specified in its charter)

Delaware		000-31152		76-0585701
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification Number)

5001 LBJ Freeway, Suite 850
Dallas, Texas 75244

(Address of Principal Executive Offices) (Zip Code)

(972) 850-0780

(Registrant’s telephone number, including area code)

(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):

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.

On ~~October 29~~January 15, ~~2007~~ 2008, Crdentia Corp. (the “~~Crdentia~~Company”) ~~entered~~obtained ~~into~~ a ~~definitive~~$1,000,000 ~~Membership~~loan ~~Interest Purchase Agreement~~ (the “~~Membership Purchase Agreement~~Loan”) from byFatBoy ~~and~~Capital, ~~among Crdentia~~LP, ~~CRDE~~a ~~Corp.,~~Delaware ~~Crdentia’s wholly-owned~~limited ~~subsidiary~~partnership (“~~CRDE~~FatBoy”), ~~ATS~~to fund ~~Universal,~~working ~~LLC~~capital ~~d/b/a~~needs. No ~~ATS~~equity securities, ~~Health~~and ~~Services~~no ~~(“ATS~~securities ~~Universal”)~~exercisable, convertible or exchangeable for ~~Pass-Kessler~~equity ~~Associates~~securities, ~~Inc~~were issued in connection with the Loan. The Loan is payable upon the earlier of (~~“PKA”~~i) March 31, ~~Universal~~2008 ~~Healthcare~~or ~~Staffing~~(ii) the ~~Corp~~date of the closing of any refinancing of prior secured indebtedness by the Company. The ~~(“Healthcare~~Loan bears ~~Staffing”~~interest at the rate of eighteen percent (18%) per annum and interest on past-due principal and ~~Kay~~past-due ~~Cowling~~interest accrues at the rate of twenty-four percent (~~together~~24%) ~~with~~per ~~PKA~~annum and ~~Healthcare~~is ~~Staffing,~~payable ~~the~~on ~~“Members”~~demand. The Company paid FatBoy a five percent (5%) commitment ~~which~~fee isfor ~~dated~~the asextension of ~~October~~the ~~22,~~Loan. MedCap ~~2007~~Partners L. ~~Pursuant~~P. to(“MedCap”) ~~the~~unconditionally ~~Membership~~guaranteed ~~Purchase~~the Company’s ~~Agreement,~~obligations ~~CRDE~~under ~~will~~the ~~acquire~~Loan. C. ~~100%~~Fred Toney, the Chairman of the ~~Members~~Company’s ~~equity~~Board ~~interests~~of inDirectors, ~~ATS~~is the managing member ~~Universal~~of inMedCap ~~exchange~~Management & ~~for~~Research ~~approximately~~LLC, $3the general partner of MedCap.3 The ~~million~~Loan inis ~~cash~~evidenced ~~and~~by ~~2.1~~the ~~million shares~~Promissory ofNote ~~Crdentia’s~~filed as ~~common~~Exhibit 10.1 ~~stock~~to ~~valued~~this atreport ~~$700,000~~on Form 8-K.

~~The~~Item ~~foregoing~~2.03 ~~description~~Creation of ~~the~~a ~~Membership~~Direct ~~Purchase Agreement~~Financial isObligation ~~qualified~~or inan ~~its~~Obligation ~~entirety~~under byan ~~reference~~Off-Balance toSheet ~~the~~Arrangement ~~Membership~~of ~~Purchase Agreement~~a ~~attached as Exhibit 2~~Registrant.~~1 and incorporated herein by reference.~~

OnAs ~~October~~described ~~30, 2007, Crdentia entered into a~~in ~~definitive~~further ~~Asset~~detail ~~Purchase~~above ~~Agreement~~under ~~(the~~Item ~~“Asset Purchase Agreement”) by and among Crdentia, CRDE, MP Health Corp~~1.01, ~~CRDE’s~~Entry ~~wholly-owned~~into ~~subsidiary~~a ~~(“MP~~Material Definitive ~~Health”)~~Agreement, ~~Medical~~on ~~People Healthcare Services~~January 15, ~~Inc. (“Medical People”)~~2008, ~~and~~the ~~certain~~Company ~~specified shareholders of~~obtained ~~Medical People (~~the ~~“Shareholders”) which~~Loan isfrom ~~dated as of October 22, 2007~~FatBoy. ~~Pursuant~~ The todisclosures ~~the Asset Purchase Agreement, MP Health will purchase~~made ~~specified~~above ~~assets~~regarding ~~and liabilities of Medical People and its affiliates (~~the ~~“Purchased~~Loan ~~Assets”)~~are inincorporated ~~exchange~~herein ~~for~~to ~~$750,000 in cash and a promissory note in~~ the ~~amount~~extent ~~of $500,000~~applicable. ~~The Purchased Assets are to be conveyed free and clear of any and all encumbrances of any kind whatsoever.~~

The foregoing description of the Asset Purchase Agreement is qualified in its entirety by reference to the Asset Purchase Agreement attached as Exhibit 2.2 and incorporated herein by reference.

The Membership Purchase Agreement and the Asset Purchase Agreement (the “Agreements”) have been included to provide investors with information regarding the terms of the Agreements and are not intended to provide any other factual information about the parties to the Agreements. Each of the Agreements contains representations and warranties of specified parties to the Agreements. The assertions embodied in these representations and warranties are qualified by information in confidential disclosure schedules that the parties have exchanged in connection with signing the Agreements. The disclosure schedules contain information that modifies, qualifies and creates exceptions to the representations and warranties set forth in the Agreements. Accordingly, investors should not rely on the representations and warranties as characterizations of the actual state of facts at the time they were made or otherwise.

On October 26, 2007, Crdentia issued a Common Stock Purchase Warrant to FatBoy Capital, LP (“FatBoy”) to purchase up to one million (1,000,000) shares of Common Stock of Crdentia with an exercise price of $0.45 per share (the “Warrant”). The Warrant was issued as consideration for investment advisory services previously provided to Crdentia by FatBoy. The Warrant is immediately exercisable and has a 5 year term.

The foregoing description of the Warrant is qualified in its entirety by reference to the Warrant attached as Exhibit 10.1 and incorporated herein by reference.

Item 2.01 Completion of Acquisition or Disposition of Assets

On October 29, 2007, Crdentia completed the purchase of 100% of the outstanding equity interests in ATS Universal pursuant to the Membership Purchase Agreement. The information regarding Crdentia’s acquisition of ATS Universal included above in Item 1.01 is hereby incorporated by reference into this Item 2.01.

Item 3.02 Unregistered Sales of Equity Securities

The information included above in Item 1.01 regarding the Warrant is hereby incorporated by reference into this Item 3.02.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
2.1		Membership Interest Purchase Agreement by and among Crdentia Corp., CRDE Corp., ATS Universal, LLC, and the Members of ATS Universal, LLC dated as of October 22, 2007.
10.1		Promissory Note, dated January 14, 2008, issued by Crdentia Corp. to FatBoy Capital, LP.
2.2		Asset Purchase Agreement by and among Crdentia Corp., CRDE Corp., MP Health Corp., Medical People Healthcare Services, Inc., and the shareholders of Medical People Healthcare Services, Inc. dated as of October 22, 2007.
10.1		Common Stock Purchase Warrant of Crdentia Corp. issued to FatBoy Capital, LP as of October 26, 2007.

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.

	CRDENTIA CORP.
November 1, 2007	By:	/s/ James J. TerBeest
January 18, 2008	By:	/s/ James J. TerBeest
		James J. TerBeest
		Chief Financial Officer

EXHIBIT INDEX

Exhibit No.		Description
2.1		Membership Interest Purchase Agreement by and among Crdentia Corp., CRDE Corp., ATS Universal, LLC, and the Members of ATS Universal, LLC dated as of October 22, 2007.
10.1		Promissory Note, dated January 14, 2008, issued by Crdentia Corp. to FatBoy Capital, LP.
2.2		Asset Purchase Agreement by and among Crdentia Corp., CRDE Corp., MP Health Corp., Medical People Healthcare Services, Inc., and the shareholders of Medical People Healthcare Services, Inc. dated as of October 22, 2007.
10.1		Common Stock Purchase Warrant of Crdentia Corp. issued to FatBoy Capital, LP as of October 26, 2007.

FORM 8-K

5001 LBJ Freeway, Suite 850 Dallas, Texas 75244

5001 LBJ Freeway, Suite 850
Dallas, Texas 75244

Filing Compare · CRDENTIA CORP