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
October 30, 2011
Date of Report
(Date of Earliest Event Reported)
CREATIVE ENTERTAINMENT HOLDINGS, INC.
(Exact Name of Registrant as Specified in its Charter)
COTTONWOOD ACQUISITION CORPORATION
(Former Name of Registrant)
Delaware 000-54425 45-1877140
(State or other (Commission File Number) (IRS Employer
jurisdication Identification No.)
of incorporation)
2031 West Peoria Avenue
Phoenix, Arizona 85029
(Address of Principal Executive Offices)
215 Apolena Avenue
Newport Beach, California 92662
(Former Address of Principal Executive Offices)
602-680-7439
_________________
(Registrant's Telephone Number)
ITEM 3.02 Unregistered Sales of Equity Securities
On October 31, 2011, the Registrant issued 19,700,000 shares of
its common stock pursuant to Section 4(2) of the Securities Act of 1933
at par for an aggregate of $1,970 representing 98% of the total
outstanding 20,000,000 shares of common stock:
ITEM 5.01 Changes in Control of Registrant
On October 30, 2011 the following events occurred which
resulted in a change of control of the Registrant:
1. The Registrant redeemed an aggregate of 19,700,000 of the
then 20,000,000 shares of outstanding stock at a redemption price of
$.0001 per share for an aggregate redemption price of $1,970.
2. New officers and directors were appointed and elected and the
prior officers and directors resigned.
The disclosure required by Item 5.01(a)(8) of Form 8-K was
previously filed with the Securities and Exchange Commission on Form
10-12G on June 2, 2011 as updated by the Quarterly Report on Form 10-
Q filed August 22, 2011 and as supplemented by the information
contained in this report.
The Registrant anticipates that it may enter into a business
combination with an operating company located in Arizona. The
company intends to acquire, build, own and operate nightclubs and
gentlemen's clubs in Phoenix, Arizona and other major U.S. cities.
No contracts or agreements have been entered into as of the date
hereof and no physical property has been purchased, designed or
opened in regard to such clubs.
ITEM 5.02 Departure of Directors or Principal Officers; Election
of Directors
On October 30, 2011, James Cassidy resigned as the
Registrant's president, secretary and director.
On October 30, 2011, James McKillop resigned as the Registrant's
vice president and director.
On October 30, 2011, the following person was elected to the
board of directors of the Registrant:
Timothy P. Herbst
and the following persons were appointed to the offices appearing
next to their name:
Timothy P. Herbst President
Timothy Warbington Secretary
Kim A. Feddick Treasurer
Timothy P. Herbst. Timothy Herbst serves as director and
president of the Registrant. Mr. Herbst has been in the nightclub and bar
industry for over 30 years. From 1978 to 1987, Mr. Herbst owned and
operated nightclubs in Phoenix, Arizona and San Diego, California which
clubs aggregated over 15,000 sq. ft. and each generated annual sales in
excess of $2,500,000. In 1988, Mr. Herbst entered the adult nightclub
industry with the opening of his first club which had annual revenues in
excess of $1,000,000. In 1993, Mr. Herbst opened a larger club
("Centerfolds Cabaret") which produced annual revenues in excess of
$2,300,000. Mr. Herbst remains the president and majority shareholder
of West Coast Sports, Inc., the company that operates Centerfolds
Cabaret. HE is also the managing member of West Coast Acquisitions,
LLC, a holding company for the assets of West Coast Sports, Inc.
Timothy Warbington. Timothy Warbington serves as secretary
of the Registrant. Since 2006, Mr. Warbington has served as a non-
exclusive consultant to West Coast Sports, Inc. and West Coast
Acquisitions LLC. From 1993 to 2006, Mr. Warbington served as the
director of operations for Mesa Produce, Inc. MR. Warbington
specializes in corporate compliance to acceptable standards and
practices in accounting and regulatory matters.
Kim A. Feddick. Mr. Feddick serves as the Treasurer of the
Registrant. From 1988 to 2009, Mr. Feddick was the founder and
president of Mesa Produce, Inc., a business to business sales company
in the fresh fruit and vegetable industry. That company had annual
sales ranging from $3,000,000 to $7,000,000. From 2007 to the present,
Mr. Feddick has served as secretary-treasurer of West Coast Sports, Inc.
Mr. Feddick serves as the tax partner of West Coast Acquisitions LLC.
ITEM 5.03 Amendments to Articles of Incorporation
On October 28, 2011, the shareholders of the Corporation and the
Board of Directors unanimously approved the change of the Registrant's
name to Creative Entertainment Holdings, Inc. and filed such changes
with the State of Delaware.
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 hereunder duly authorized.
CREATIVE ENTERTAINMENT HOLDINGS, INC.
formerly Cottonwood Acquisition Corporation
Date: November 1, 2011 /s/Timothy Herbst
Chief Executive Office
