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): ~~March~~October 2026, 2017 (September 28, 2017)

GLOBAL FUTURE CITY HOLDING INC.

(Exact name of registrant as specified in its charter)

Nevada	000-33519	98-0360989
(State of other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

2 Park Plaza, Suite 400

Irvine, CA 92614

(Address of principal executive office)

(949) 769-3550

(Registrant's telephone number, including area code)

____________________________

(Former name, former address and former fiscal year, 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~~Indicate 1by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.01405 ~~Entry~~of ~~into~~this achapter) ~~Material~~or ~~Definitive~~Rule ~~Agreement~~12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

OnEmerging ~~March~~growth 20, 2017, Global Future City Holding, Inc. (the “Company”) and two shareholders Master Power Holdings Group and Big Name Group Co. Ltd., a British Virgin Islands corporation controlled by Mr. Ning (Sam) Liu (“Mr. Liu”), the Company’s former Chief Executive Officer, (collectively the “Shareholders”) entered into a Stock Issuance Cancellation Agreement (the “Agreement”). Pursuant to the Agreement, the Shareholders agreed to cancel and return to treasury an aggregate 8,349,906 shares of common stock (representing 17.11% of the current issued and outstanding common stock) as consideration for the significant hardship suffered by the Company as a result of Mr. Liu’s legal challenges.company ¨

~~Additionally,~~If ~~Mr. Liu entered into~~ an ~~agreement to~~emerging ~~cancel~~growth ~~his share ownership in Great Coin~~company, ~~Inc.~~indicate ~~(“Great~~by ~~Coin”),~~check amark ~~company~~if ~~that provides~~ the ~~platform and cryptocurrency~~registrant ~~(GX-COIN)~~has ~~used~~elected bynot ~~our wholly-owned subsidiary, GX-Life Global, Inc. (“GX-Life”). Prior~~ to use the ~~cancellation,~~extended ~~Mr.~~transition ~~Liu owned~~period ~~50.0%~~for ofcomplying ~~Great~~with ~~Coin~~any ~~and~~new ~~Michael~~or ~~Dunn,~~revised ~~our~~financial ~~Chief~~accounting ~~Executive~~standards ~~Officer~~provided pursuant ~~and~~to ~~member~~Section of13(a) ~~our Board~~ of ~~Directors, owned~~ the ~~other~~Exchange 50Act.~~0% of Great Coin. After the cancellation, Mr. Dunn owns 100% of Great Coin.~~ ¨

~~Since~~ITEM ~~2016, Mr~~4.01 ~~Liu~~CHANGE ~~has~~IN ~~experienced certain legal challenges in the People~~COMPANY’sS ~~Republic~~CERTIFYING of China (“PRC”) which caused the Company to initially require his resignation as an officer and director of the Company and its subsidiaries. Due to continued delay in the PRC with regards to Mr. Liu’s legal challenges, the Company and the Shareholders believe it is in its best interest to have all shares held by the Shareholders cancelled and returned to treasury.ACCOUNTANT

~~Upon~~On ~~the~~September ~~closing of the Agreement~~28, ~~which took place on March 20~~ 2017 ~~(the “Closing”)~~, ~~the~~Global ~~Shareholders~~Future ~~surrendered~~City ~~their stock certificates representing an~~Holding, ~~aggregate 8~~Inc.,~~349,906~~ ~~shares~~a ofNevada ~~common~~corporation ~~stock with all necessary documentation to~~ (the “Company’s”) ~~transfer~~was ~~agent~~notified ~~for~~by ~~cancellation. As~~dbbmckennon a(“DBBM”) ~~result~~that of the ~~Closing~~firm ~~and~~has resigned as of the ~~date~~registered ofindependent ~~this~~registered ~~Form~~public ~~8-K, the Company now has 40,456,556 shares of common stock issued and outstanding~~accountant.

~~The~~Other ~~foregoing~~than ~~descriptions~~the disclosure of uncertainty regarding the ~~Agreement~~ability dofor ~~not~~us ~~purport~~ to be ~~complete~~continue ~~and~~as ~~are~~a ~~qualified~~going concern which was included in ~~their~~DBBM’s ~~entirety~~report byon ~~reference~~the tofinancial statements for the year ~~full~~ended ~~text~~December 31, 2016 and December 31, 2015, DBBM’s reports on the financial statements of the ~~Agreement~~Company for the year ended December 31, 2016 and December 31, 2015 did not contain an adverse opinion or a ~~copy~~disclaimer of ~~which~~opinion, isnor ~~filed~~were asthey ~~Exhibit~~qualified 10or modified as to uncertainty, audit scope, or accounting principles.1 For the most recent fiscal year and any subsequent interim period through DBBM 's resignation on September 28, 2017, DBBM disclosed the uncertainty regarding the ability of the Company to continue ~~this~~as ~~Form~~a ~~8-K~~going ~~and~~concern ~~incorporated~~in byits ~~reference~~accountant’s ~~herein~~report on the financial statements.

~~The~~In ~~following~~connection ~~table~~with ~~sets~~the ~~forth~~audit ~~certain information~~and ~~concerning~~review of the ~~beneficial~~financial ~~stock~~statements ~~ownership~~ of ~~our~~the ~~common~~Company ~~stock~~through asSeptember of28, ~~the~~2017, ~~date~~there ofwere ~~this~~no ~~report.~~disagreements ~~The~~on ~~information~~any ismatter ~~presented with~~of ~~respect~~accounting ~~to:~~principles or ~~(i) each~~practices, ~~person~~financial ~~who~~statement isdisclosures, ~~known~~or toauditing usscope toor ~~beneficially~~procedures, ~~own~~which ~~more~~disagreements ~~than~~if 5%not ofresolved ~~our~~to ~~common~~their ~~stock;~~satisfaction would ~~(ii) each~~have ~~officer and~~caused ~~director;~~them ~~and~~to ~~(iii) all~~make ~~directors~~reference ~~and~~in ~~officers~~connection aswith aDBBM’s ~~group;~~opinion ~~based~~to ~~upon~~the ~~40,456,556~~subject ~~shares~~matter of ~~outstanding~~the ~~common stock~~disagreement.

	Common Stock		Preferred Stock
Name and Address of Beneficial Owners(1)	Amount and Nature of Beneficial Ownership	Percent Ownership of Class(2)	Amount and Nature of Beneficial Ownership	Percent Ownership of Class
Michael R. Dunn, COO, CFO and Director	11,443,111	28.28%	-0-	0.0%
All executive officers and directors as a group (one person)	11,443,111	28.28%	-0-	0.0%
Masuya Tomoe	15,647,047	38.68%	-0-	0.0%

In connection with the audited financial statements of the Company for the year ended December 31, 2016 and 2015, and subsequent interim unaudited financial statements through September 28, 2017, there have been no reportable events with the Company as set forth in Item 304(a)(1)(v) of Regulation S-K.

~~(1) c/o~~The ~~our~~Company ~~address,~~has 2not ~~Park~~yet ~~Plaza,~~identified ~~Ste~~a ~~400,~~suitable registered ~~Irvine,~~independent CApublic accounting firm as of the date of this Current Report. The Company will file a current report on ~~92691,~~Form ~~unless~~8-K ~~otherwise~~once ~~noted~~it has identified and engaged a registered independent public accounting firm.

~~(2) Except~~The asCompany ~~otherwise~~provided ~~indicated,~~a wecopy ~~believe~~of ~~that~~ the ~~beneficial~~foregoing disclosures ~~owners~~to ofDBBM ~~common~~prior ~~stock~~to ~~listed~~the ~~above,~~date ~~based~~of onthe ~~information~~filing ~~furnished~~of bythis ~~such~~report ~~owners,~~and ~~have~~requested ~~sole~~that ~~investment~~DBBM ~~and~~furnish ~~voting power~~it with ~~respect~~a toletter ~~such~~addressed ~~shares, subject~~ to ~~community property laws where applicable. Beneficial ownership is determined in accordance~~ ~~with~~ the ~~rules of the~~ Securities ~~and~~& Exchange Commission ~~and~~stating ~~generally~~whether ~~includes voting~~ or ~~investment~~not ~~power~~it agrees with ~~respect~~the ~~to securities.~~statements ~~Shares~~in ofthis ~~common~~Report. ~~stock~~A ~~subject~~copy ~~to options or warrants currently exercisable or exercisable within 60 days, are deemed outstanding for purposes~~ of ~~computing~~ the ~~percentage~~letter furnished ofin ~~the~~response ~~person~~to ~~holding~~that ~~such~~request ~~options~~is orfiled ~~warrants,~~as ~~but~~Exhibit ~~are~~16.1 ~~not~~to ~~deemed~~this ~~outstanding for~~Form ~~purposes of computing the percentage of any other person~~8-K.

2ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

Section 5.01 Changes in Control of the Registrant

(d)	Exhibits

16.1	Letter from dbbmckennon dated October 26, 2017, to the Securities and Exchange Commission regarding statements included in this Form 8-K.

As a result of the completion of the Agreement, a change of control of the Company occurred. To the extent required by Item 5.01 of Form 8-K, the information contained in Item 1.01 of this Current Report is incorporated by reference in this Item 5.01.SIGNATURES

~~Item~~Pursuant ~~9.01~~to ~~Financial~~the ~~Statements~~requirements ~~and~~of ~~Exhibits~~the Securities Exchange Act of 1934, the registrant has duly caused this Current Report to be signed on its behalf by the undersigned hereunto duly authorized.

(d) Exhibits

	GLOBAL FUTURE CITY HOLDING INC.


Dated: October 26, 2017	By:	/s/ Michael Dunn
		Michael Dunn
		Chief Executive Officer, Chief Financial Officer

Exhibit No.		Description
10.1		Stock Issuance Cancellation Agreement, dated as of March 20, 2017.

SIGNATURES

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

	GLOBAL FUTURE CITY HOLDING INC.
Dated: March 20, 2017	By:	/s/ Michael Dunn
		Michael Dunn
		Chief Executive Officer, Chief Financial Officer

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