content: --------------------------------------------------------------------------------
  
                                    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
  
            JANUARY 14, 2002                              0-27237
  --------------------------------------    --------------------------------------
    Date of Report (Date of earliest               Commission File Number
            event reported)
  
  
                            HAND BRAND DISTRIBUTION, INC.
               (Exact name of registrant as specified in its charter)
  
  
               FLORIDA                                   65-0622463
  --------------------------------------    --------------------------------------
  (State or other jurisdiction of              (I.R.S. Employer Identification
   incorporation or organization)                          Number)
  
                                9845 N.E. 2nd AVENUE
                            MIAMI SHORES, FLORIDA 33138
               -------------------------------------------------------
                 (Address of Principal Executive Offices)(Zip Code)
  
  
  
  
                                   (305) 759-8710
               -------------------------------------------------------
                (Registrant's telephone number, including area code)
  
  
  --------------------------------------------------------------------------------
  
  <PAGE>
  
  
  
  ITEM 5.  OTHER EVENTS.
  
  AMENDMENTS TO OUR CERTIFICATE OF  INCORPORATION TO EFFECT A REVERSE SPLIT OF OUR
  COMMON STOCK
  
  In accordance with Florida law, the Board of Directors has unanimously  voted to
  amend our Articles of Incorporation to effect a reverse split of all outstanding
  shares of our common stock at an exchange ratio of  one-for-eight,  effective as
  of the close of business on January 15,  2002.  Under  Florida  Statute  Section
  607.10025, as amended, no shareholder approval is required.
  
  No fractional  shares will be issued in connection with the reverse stock split.
  Instead,  any  fractional  share  resulting from the reverse stock split will be
  rounded up to the nearest  whole  share.  Shareholders  who  otherwise  would be
  entitled to receive  fractional  shares because they hold a number of shares not
  evenly  divisible by the exchange ratio would instead receive a whole share upon
  surrender to the exchange agent of the certificates and a properly completed and
  executed letter of transmittal.
  
  As a result of the reverse stock split,  the number of issued,  outstanding  and
  authorized  shares  of common  stock  will be  reduced  in  accordance  with the
  exchange  ratio for the reverse  stock split.  The par value of our common stock
  would remain unchanged at $.001 per share.
  
  Once effective,  each certificate representing shares of our common stock before
  the reverse stock split would be deemed, for all corporate purposes, to evidence
  ownership  of the reduced  number of shares of common stock  resulting  from the
  reverse  stock  split,  except that holders of  unexchanged  shares would not be
  entitled to receive any dividends or other distributions payable by us after the
  effective date until they surrender their old stock  certificates  for exchange.
  All of our convertible securities, including options, warrants, convertible debt
  instruments and other securities will also be  automatically  adjusted as of the
  effective date.
  
  Our  transfer  agent,  Florida  Atlantic  Transfer,  Inc.,  7130 Nob Hill  Road,
  Tamarac,  Florida  33321,  will  act as  the  exchange  agent  for  purposes  of
  implementing the exchange of stock  certificates.  As soon as practicable  after
  the effective date,  shareholders and holders of securities convertible into our
  common  stock  would be  notified of the  effectiveness  of the  reverse  split.
  Shareholders of record would receive a letter of transmittal  requesting them to
  surrender  their  stock  certificates  for  stock  certificates  reflecting  the
  adjusted  number of shares as a result of the reverse  stock split.  Persons who
  hold their shares in brokerage  accounts or "street  name" would not be required
  to take any further actions to effect the exchange of their certificates. No new
  certificates  would  be  issued  to a  shareholder  until  the  shareholder  has
  surrendered  the  shareholder's  outstanding  certificate(s)  together  with the
  properly  completed and executed  letter of transmittal  to the exchange  agent.
  Until surrender,  each certificate  representing shares before the reverse stock
  split would  continue to be valid and would  represent  the  adjusted  number of
  shares based on the exchange ratio of the reverse stock split, rounded up to the
  nearest  whole  share.  Shareholders  should not destroy  any stock  certificate
  and should  not  submit  any  certificates   until  they  receive  a  letter  of
  transmittal.
  
  CHANGE OF TICKER SYMBOL
  
  Effective at the opening of business on January 18, 2002,  the ticker symbol for
  Hand Brand  Distribution,  Inc.  (the  "Company")  is being changed from HBDB to
  HBDI.  The  Company's  common  stock is listed on the Over the Counter  Bulletin
  Board (OTCBB).
  
  
  <PAGE>
  
  
  ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL STATEMENTS AND EXHIBITS.
  
  (a) Not applicable
  
  (b) Not applicable
  
  (c)      Exhibits
  
  Articles of Amendment To Articles of Incorporation  of Hand Brand  Distribution,
  Inc.
  
  
  
  
  
  <PAGE>
  
  
                                     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 hereunto duly authorized.
  
  Dated: January 15, 2002             HAND BRAND DISTRIBUTION, INC.
  
  
                                      By:  /s/ John Taggart, President
metadata_documents: [{"type": "8-K", "sequence": "1", "filename": "e4360.txt", "secsgml_size_bytes": 6111}]
metadata_filer: {"company-data": {"conformed-name": "HAND BRAND DISTRIBUTION INC", "cik": "0001017110", "assigned-sic": "2721", "irs-number": "650622463", "state-of-incorporation": "FL", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-27237", "film-number": "2511663"}, "business-address": {"street1": "9845 N E 2ND AVE", "city": "MIAMI SHORES", "state": "FL", "zip": "33138", "phone": "3057598710"}, "mail-address": {"street1": "9845 NE 2ND AVENUE", "city": "MIAMI SHORES", "state": "FL", "zip": "33138"}}
text: --------------------------------------------------------------------------------
  
                                    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
  
            JANUARY 14, 2002                              0-27237
  --------------------------------------    --------------------------------------
    Date of Report (Date of earliest               Commission File Number
            event reported)
  
                            HAND BRAND DISTRIBUTION, INC.
               (Exact name of registrant as specified in its charter)
  
               FLORIDA                                   65-0622463
  --------------------------------------    --------------------------------------
  (State or other jurisdiction of              (I.R.S. Employer Identification
   incorporation or organization)                          Number)
  
                                9845 N.E. 2nd AVENUE
                            MIAMI SHORES, FLORIDA 33138
               -------------------------------------------------------
                 (Address of Principal Executive Offices)(Zip Code)
  
                                   (305) 759-8710
               -------------------------------------------------------
                (Registrant's telephone number, including area code)
  
  --------------------------------------------------------------------------------
  ITEM 5.  OTHER EVENTS.
  
  AMENDMENTS TO OUR CERTIFICATE OF  INCORPORATION TO EFFECT A REVERSE SPLIT OF OUR
  COMMON STOCK
  
  In accordance with Florida law, the Board of Directors has unanimously  voted to
  amend our Articles of Incorporation to effect a reverse split of all outstanding
  shares of our common stock at an exchange ratio of  one-for-eight,  effective as
  of the close of business on January 15,  2002.  Under  Florida  Statute  Section
  607.10025, as amended, no shareholder approval is required.
  
  No fractional  shares will be issued in connection with the reverse stock split.
  Instead,  any  fractional  share  resulting from the reverse stock split will be
  rounded up to the nearest  whole  share.  Shareholders  who  otherwise  would be
  entitled to receive  fractional  shares because they hold a number of shares not
  evenly  divisible by the exchange ratio would instead receive a whole share upon
  surrender to the exchange agent of the certificates and a properly completed and
  executed letter of transmittal.
  
  As a result of the reverse stock split,  the number of issued,  outstanding  and
  authorized  shares  of common  stock  will be  reduced  in  accordance  with the
  exchange  ratio for the reverse  stock split.  The par value of our common stock
  would remain unchanged at $.001 per share.
  
  Once effective,  each certificate representing shares of our common stock before
  the reverse stock split would be deemed, for all corporate purposes, to evidence
  ownership  of the reduced  number of shares of common stock  resulting  from the
  reverse  stock  split,  except that holders of  unexchanged  shares would not be
  entitled to receive any dividends or other distributions payable by us after the
  effective date until they surrender their old stock  certificates  for exchange.
  All of our convertible securities, including options, warrants, convertible debt
  instruments and other securities will also be  automatically  adjusted as of the
  effective date.
  
  Our  transfer  agent,  Florida  Atlantic  Transfer,  Inc.,  7130 Nob Hill  Road,
  Tamarac,  Florida  33321,  will  act as  the  exchange  agent  for  purposes  of
  implementing the exchange of stock  certificates.  As soon as practicable  after
  the effective date,  shareholders and holders of securities convertible into our
  common  stock  would be  notified of the  effectiveness  of the  reverse  split.
  Shareholders of record would receive a letter of transmittal  requesting them to
  surrender  their  stock  certificates  for  stock  certificates  reflecting  the
  adjusted  number of shares as a result of the reverse  stock split.  Persons who
  hold their shares in brokerage  accounts or "street  name" would not be required
  to take any further actions to effect the exchange of their certificates. No new
  certificates  would  be  issued  to a  shareholder  until  the  shareholder  has
  surrendered  the  shareholder's  outstanding  certificate(s)  together  with the
  properly  completed and executed  letter of transmittal  to the exchange  agent.
  Until surrender,  each certificate  representing shares before the reverse stock
  split would  continue to be valid and would  represent  the  adjusted  number of
  shares based on the exchange ratio of the reverse stock split, rounded up to the
  nearest  whole  share.  Shareholders  should not destroy  any stock  certificate
  and should  not  submit  any  certificates   until  they  receive  a  letter  of
  transmittal.
  
  CHANGE OF TICKER SYMBOL
  
  Effective at the opening of business on January 18, 2002,  the ticker symbol for
  Hand Brand  Distribution,  Inc.  (the  "Company")  is being changed from HBDB to
  HBDI.  The  Company's  common  stock is listed on the Over the Counter  Bulletin
  Board (OTCBB).
  ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL STATEMENTS AND EXHIBITS.
  
  (a) Not applicable
  
  (b) Not applicable
  
  (c)      Exhibits
  
  Articles of Amendment To Articles of Incorporation  of Hand Brand  Distribution,
  Inc.
  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 hereunto duly authorized.
  
  Dated: January 15, 2002             HAND BRAND DISTRIBUTION, INC.
  
                                      By:  /s/ John Taggart, President