8-K 1 fm8k-062006.txt 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) JUNE 20, 2006 SEALIFE CORPORATION (Exact name of registrant as specified in its charter) DELAWARE 0-13895 34-1444240 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 5601 W. SLAUSON AVE., CULVER CITY, CALIFORNIA 90293 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (310) 338-9757 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 ct (17 CFR 240.14d-2(b)) |_| Pre-commencement communications pursuant to Rule 13e-4(c)) under the Exchange Act (17 CFR 240.13e-4c)) ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS On June 20, 2006, Barre Rorabaugh, the President of our wholly-owned subsidiary, Sealife Marine Products, Inc., notified us of his resignation from such position, effective June 19, 2006. Mr. Rorabaugh asserts that he is entitled to severance payments totaling $150,000 under his employment agreement with us. We are reviewing Mr. Rorabaugh's employment agreement and investigating the reasons for such assertion and are in the process of determining whether Mr. Rorabaugh is, in fact, entitled to such payment. 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. June 26, 2006 SEALIFE CORPORATION /S/ ROBERT A. MCCASLIN ----------------------------------------------- Robert A. McCaslin, Chief Executive Officer and Chief Financial Officer 2

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)

December 30, 2005

SEALIFE CORPORATION (Exact name of registrant as specified in its charter)

Delaware	0-13895	34-1444240
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

5601 W. Slauson Ave., Culver City, California		90293
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (310) 338-9757

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of registrant under any of the following provisions:

[_] 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 8.01 Other Events.

On December 30, 2005, SeaLife Corporation fulfilled an order for 750 gallons of SeaLife 1000 XP antifoul paint, and approximately 800 gallons of third party coating materials, for application on commercial marine vessels. The aggregate value of the order was approximately $107,000. The order was received pursuant to an open purchase order for the supply of a total of approximately 45,000 gallons of marine coatings valued at approximately $1.28 million, including 1680 gallons of SeaLife 1000 XP (valued at $131,964.00). The open purchase order is non-binding and does not obligate either SeaLife or its customer to purchase or deliver any SeaLife or third party products.

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.

January 5, 2005 SEALIFE CORPORATION /S/ ROBERT A. MCCASLIN _______________________________________________ Robert A. McCaslin, Chief Executive Officer and Chief Financial Officer

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