UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, D.C. 20549

____________________________________________________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the ~~Securities Exchange Act of 1934~~

~~Date~~Securities ofExchange ~~Report~~Act ~~(Date~~ of ~~Earliest Event Reported): October 15, 2013 (October 10, 2013)~~1934

___________________________________________________________________

Date of report (Date of earliest event reported): November 25, 2013

UCP HOLDINGS, INC.

(Exact ~~name~~Name of ~~registrant~~Registrant as ~~specified~~Specified in ~~its charter~~Charter)

Nevada	000-52239	98-0449083
Delaware	000-52239	98-0449083
(State or other jurisdiction of	(Commission	(I.R.S. Employer
(State or other jurisdiction	(Commission File Number)	(IRS Employer
incorporation or organization)	File Number)	Identification Number)
of incorporation)		Identification No.)

14 Wall Street, 20th Floor

New York, NY 10005

(Address of principal executive offices~~, including~~ ) (Zip Code)

(212) 618-1312

(Registrant'’s telephone number, including area code)

(Former name or former address, if changed since last report.)

Copies to:

Louis Amatucci Esq.

Centarus Legal Services, PC

1821 Walden Office Square, Suite 400

Schaumburg, IL 60173

Phone: 866-312-5711

Fax: 847-232-3370

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:

o¨ Written ~~communications~~ 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~~DFR 240.14a-12)

o¨ Pre-commencement ~~communications~~ 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

~~Effective~~On ~~October~~November 1022, 2013, ~~Russell~~the ~~Covrarrubia~~Company’s ~~resigned~~Board of Directors named John P. Correnti, age 47, to serve as the Company’s Executive Vice President and Chief ~~Executive~~Investment Officer. Under the terms of ~~UCP~~an ~~Holdings~~Employment Agreement, ~~Inc~~dated November 22, 2013, between Mr. Correnti and the Company (the “Agreement”), Mr. Correnti is to be paid a base salary of not less than $120,000 per annum, increasable at the sole discretion of the Company. As additional compensation, Mr. Correnti has been granted two million (2,000,000) shares of the Company’s common stock. The Agreement is an “at will” employment agreement, with a term ending December 1, 2014. If the Company terminates Mr. Correnti’s employment without “cause,” as defined in the Agreement, or Mr. Correnti terminates his employment for “good reason,” as defined in the Agreement, the Company has agreed to pay Mr. Correnti his accrued salary and vacation time (30 days per annum) plus one year’s salary.

~~Effective~~For ~~October~~the 10past five (5) years, ~~2013~~Mr. Correnti was Vice President, Business ~~Nicholas~~Development/Sales, ~~John~~of ~~Lethbridge~~MVP ~~King~~Financial, ~~was~~LLC (“MVP”), located in New York, NY. While there, Mr. Correnti spearheaded ~~elected~~the ~~President~~development of MVP’s Cleveland branch office. He led a team of eight associates to consistently exceed performance goals. He also headed the acquisition of a key algorithmic trading software company, which boosted sales of trading software by 25 percent during first year of ownership. Mr. Correnti trained and ~~Chief~~mentored hundreds of retail and professional traders in equities, options, futures and foreign exchange markets through the creation of a subscription live trading room. He outperformed relative benchmarks across client portfolios on a consistent basis. Mr. Correnti is a graduate of Cleveland State University, Cleveland, OH, and earned an Executive ~~Officer~~MBA. He also earned a BS, Management, from Chancellor University (formerly, Dyke College) in Cleveland, OH. Mr. Correnti holds FINRA Series 3, 7, 24, 30 and 66 licenses and is a Member of the ~~Company~~Ohio Society of CPAs, Association of Certified Fraud Examiners and Beta Alpha Psi, the international honor society for financial information professionals.

Mr. King is 49 years old. From 2005 to 2008 he served as Chief Executive Officer of Baycorp Capital Limited. Baycorp Capital Limited is a public company based in Australia whose core business is property development in NSW, Australia. From 2008 to 2011 he was Chief Executive Officer of Lethbridge King Property, a privately owned luxury real estate agency in Sydney. From 2009 to September 2013 he served as Chief Executive Officer of Lethbridge King Capital, a privately owned company specializing in corporate capital raising and advisory, professional equities trading, portfolio management, founding and establishing emerging hedge funds, mergers and acquisitions in public companies. Since 2013 Mr. King has served as Chairman of BZ Pay pty ltd., a privately owned company which provides Business to Business payment systems with global applications for transforming efficiency of transactions via internationally patented technology. Since 2013 Mr. King has also served as Chairman of King and I Capital Partners, a Singapore and Sydney based Asset Management Fund specializing in Biodiesel and agriculture, hotel investment /development and public company mergers/acquisitions in resources. Mr. King has been a Director at the Company since 2013.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.

~~SIGNATURES~~UCP HOLDINGS, INC.

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.

Date: November 25, 2013

By:

/s/ Siva Pillarisetty

Siva Pillarisetty

Chief Financial Officer (principal financial officer)

	UCP HOLDINGS, INC.
	(Registrant)
Date: October 15, 2013	By:	/s/ Nicholas John Lethbridge King
		Nicholas John Lethbridge King
		Chief Executive Officer

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