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): May 12, 2009
Red Mile
Entertainment, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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000-50814
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20-4441647
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(State
or other jurisdiction of
incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
Number)
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223 San
Anselmo Way, #3
San
Anselmo, CA 94960
(Address
of principal executive offices) (Zip Code)
(415)
339-4240
(Registrant's
telephone number, including area code)
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:
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange
Act
(17
CFR 240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange
Act
(17
CFR 240.13e-4(c))
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Item
1.02. Termination of a Material Definitive Agreement
As
previously reported on May 23, 2007, Red Mile Entertainment, Inc. (the
“Company”) and Frank Miller, Inc., a New York corporation (“FMI”), entered into
a multi-year world-wide license agreement on May 18, 2007 (the “Licensing
Agreement”) pursuant to which the Company was granted the exclusive rights for
the multi-platform development, manufacturing, and publishing of all current and
future games under the title “Sin City” (the “Title”) and all comic books and
collections, graphic novels, and other books owned or controlled by FMI related
to the Title, including all storylines of those comic books and graphic novels.
Pursuant to the Licensing Agreement, the Company agreed to make scheduled
payments to FMI. A copy of the Licensing Agreement was attached as
Exhibit 10.17 to the Company’s Current Report on Form 8-K filed with the
Securities and Exchange Commission (“SEC”) on May 23, 2007.
On May
12, 2009, the Company received from FMI a notice of breach with respect to the
Licensing Agreement, claiming that the Company failed to make a payment under
the Licensing Agreement in the amount of $125,000 and demanding payment by May
25, 2009.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
Registrant has duly caused this Report to be signed on its behalf by the
undersigned hereunto duly authorized.
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RED
MILE ENTERTAINMENT, INC.
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Dated:
May 18, 2009
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By:
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/s/
Simon Price
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Simon
Price
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Chief
Executive Officer and President
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