General.

This Form 8-K/A is being filed by Energy King, Inc., a Nevada corporation (“EKNG” or the “Company”), for the purpose of clarifying and correcting the disclosure contained in the Form 8-K filed on July 20, 2011 regarding the transactions between EKNG and Venue Media LLC, a limited liability corporation organized under the laws of the State of California (“VM”). Specifically, the disclosure in Item 1.01 Entry Into a Material Definitive Agreement has been revised in Item 1.01 below.

Effective July 14, 2011, the Company’s board of directors authorized the execution of an agreement with VM, a company engaged in the business of Owning and operating mobile media marketing businesses, and VM’s sole member, Michael Cummings (the “Stock Purchase Agreement”).

Pursuant to the Stock Purchase Agreement EKNG has agreed to: (i) acquire 100% of the issued and outstanding units in VM; and (ii) issue a new class of convertible preferred stock (“New Class A Convertible Preferred Stock”) that will have voting rights to and be convertible into a number of shares of the Company’s common stock equal to 51% common stock of the Company. The closing of the Stock Purchase Agreement is subject to VM delivering to the Company VM’s audited financial statements and such other documents as may be required by applicable securities laws and the rules and regulations of the Securities and Exchange Commission (“SEC”).

In connection with the Stock Purchase Agreement, the Company will file a Certificate of Designation with the State of Nevada setting forth the rights, privileges and preferences as EKNG and VM’s sole member shall determine, based upon the prior written consent of the holders of a majority of the Company’s outstanding common stock, in accordance with the requirements of the Nevada Revised Statutes (“NRS”).

The issuance of the shares New Class A Convertible Stock will be in reliance and based upon the exemption provided under Section 4(2) of the Securities Act of 1933, as amended (the “Act”).  

On July 14, 2011, the Company’s board of directors appointed Michael Cummings, the sole member of VM, as Chairman, Chief Executive Officer and President. Mr. Cummings has extensive experience in business start-ups, including the management and operation of a geographically diverse multi-location business. In 2005, Mr. Cummings founded a management consulting firm providing services to both private and public companies. From January 2007 until October 2008, Mr. Cummings served as a director of Remote Surveillance Technologies, Inc., a public company, and from February 2009 until January 2011, Mr. Cummings served as CEO and a director of XNE, Inc., also a public company. In April 1997, Mr. Cummings until March 2005 he founded and served as CEO and President of Western United States Communication Company, with offices in 5 states. Western was engaged in the business of providing network and telecom services. During the period from April 1997 until March 2005, Mr. Cummings was responsible for implementing Western’s strategic direction involving acquisitions, business integration and sales development as well as supervising the company’s overall operations.

On July 14, 2011, Mr. Larry Weinstein, resigned from his position as Executive Vice President of the Company but Mr. Weinstein will continue to serve of the Company’s board of directors.