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EX-3 - ARTICLES OF AMENDMENT FILED SEPTEMBER 19, 2012 - FAB Universal Corp.certiticateofdesignationfina.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20509


FORM 8-K


CURRENT REPORT

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


September 19, 2012

Date of Report

(Date of earliest event reported)


WIZZARD SOFTWARE CORPORATION

(Exact name of registrant as specified in its charter)


COLORADO

001-33935

87-0609860

(State or other jurisdiction of

incorporation or organization)

Commission File Number

(I.R.S. Employer

Identification No.)

 

 

 


5001 Baum Boulevard

Pittsburgh, Pennsylvania 15213

(Address of principal executive offices)


(412) 621-0902

Registrant's telephone number


N/A

Former name or former address, 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:


     [ ] 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 5.03  Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.


On September 19, 2012, Wizzard Software Corporation, a Colorado corporation (the “Company”), filed with the Colorado Secretary of State Articles of Amendment containing a Certificate of Designation of Preferences, Rights and Limitations of Series B Convertible Preferred Stock.  This filing was a pre-condition to the closing of the Company’s Share Exchange Agreement dated April 5, 2012 (the “Agreement”), and was filed in anticipation of the closing of the Agreement.


Item 9.01  Financial Statements and Exhibits.


(d)  Exhibits.


Exhibit No.

Description


3

Articles of Amendment filed September 19, 2012


SIGNATURES


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


WIZZARD SOFTWARE CORPORATION,

a Colorado corporation



Dated:  9/19/2012

By /s/ Christopher J. Spencer

Christopher J. Spencer, President