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

~~August~~June 1223, ~~2002~~2003 Date of Report (Date of earliest event reported)

Commission File Number 000-32127

GUIDELINE CAPITAL, INC.

(Exact name of small business issuer as specified in its charter)

Nevada
(State or other jurisdiction of
incorporation or organization)

86-1004672
(IRS Employer Identification No.)

~~2100~~1607 N.E. ~~155th~~41st ~~Street~~Avenue Portland, ~~Vancouver,~~Oregon ~~Washington 9868629910~~97232 (Address of principal executive offices)

(~~360~~888) ~~798~~466-~~1619~~5731 (Issuer's telephone number)

Item 51. Change ~~Other~~in ~~Items~~Control of Registrant.

OnPursuant ~~August~~to ~~12,~~the ~~2002~~terms of the Agreement described in Item 2 of this Report, ~~Guideline~~Mona ~~Capital~~Qamar has acquired 4,300,000 ~~Inc.~~shares ~~dismissed~~of the ~~Accounting~~Registrant's ~~firms~~common stock which constitutes approximately 20% of ~~Merdinger,~~the ~~Fruchter,~~Registrant's ~~Rosen~~issued &and ~~Corso,~~outstanding Pcommon stock.~~C.,~~ ~~888~~The ~~Seventh~~shares ~~Avenue,~~were ~~Suite~~issued ~~2900,~~directly ~~New~~to ~~York,~~Mona ~~New~~Qamar ~~York~~by ~~10106~~the Registrant.

OnItem ~~August 12, 2002, Guideline Capital, Inc~~2. Acquisition ~~retained~~or ~~their~~Disposition ~~new~~of ~~Accounting firm as Tim L~~Assets. ~~Steers, Timothy L. Steers, Certified Public Accountant, LLC, 4380 SW Macadam Avenue, Suite 210, Portland, Oregon 97239-6404, Telephone Number, (503) 274-6296, Facsimile Number, (503) 274-6297.~~

~~SIGNATURES~~On June 23, 2003, the Registrant entered into an agreement with On Guard Systems, Inc. pursuant to which the Registrant acquired 100% of the issued and outstanding common stock of On Guard Systems, Inc. In exchange for the shares of On Guard Systems, the Registrant issued 11,000,000 shares of its common stock and is required to pay to On Guard Systems, Inc. the sum of $100,000 on or before July 23, 2003.

~~Pursuant~~On toGuard ~~the~~Systems, ~~requirements~~Inc ofis ~~the~~a ~~Securities~~privately ~~Exchange~~held ~~Act~~company which is in the business of ~~1934,~~providing state-of-the-art ~~registrant~~commercial ~~has~~and ~~duly~~industrial ~~caused~~security ~~this~~systems. ~~report~~On toGuard Systems, Inc. will be ~~signed~~transferring onto the Registrant its ~~behalf~~interest byin the ~~undersigned~~ECSI ~~hereunto~~security ~~duly~~equipment ~~authorized~~developed by Electronic Controls Systems, Inc of New Jersey. Attached as exhibits to this Report are the agreements referred to herein.

~~GUIDELINE~~Item ~~CAPITAL, INC~~6. ( Resignation of Registrant)'s Directors.

~~Date:~~Effective ~~August~~June 1220, ~~2002 By:/s/ Thomas~~2003, ~~Platfoot~~ Thomas Platfoot, ~~Chief~~resigned ~~Executive~~as ~~Officer~~ President and the sole ~~Director~~director of the Registrant. Ernest J. Wesson, William T. Wickett and John Brownlee-Baker have been elected to the Board of Directors. Mr. Wesson will serve as the Registrant's President, Mr. Wickett will serve as Treasurer and John Brownlee-Baker will serve as Secretary.

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.

Guideline Capital, Inc.

By:/s/Ernest J. Wesson
Ernest J. Wesson, President

Dated: July 16, 2003

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