content: U. S. 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): JUNE 19, 2000
  
  
                                PEABODYS COFFEE, INC.
               (Exact name of Registrant as Specified in its Charter)
  
  
           NEVADA                          000-28595              98-0209293
  (State or other jurisdiction     (Commission file Number)    (I.R.S. Employer
        of Incorporation)                                     Identification No.)
  
           3845 ATHERTON ROAD, SUITE 9
           ROCKLIN, CALIFORNIA                                  95765
           (Address of Principal Executive Office)              (Zip Code)
  
         Registrant's telephone number, including area code: (916) 632-6090
  
                                         N/A
            (Former name or former address, if changed since last report)
  
  ITEM 2.  ACQUISITION OR DISPOSITION OF ASSETS
  
  
       On June  19,  2000,  Peabodys  Coffee,  Inc.,  a  Nevada  corporation  (the
  "Company"), purchased certain assets ("Assets") from Arrosto Coffee Company, LLC
  ("Arrosto").  The Company is in the business of selling  specialty coffee drinks
  by the use of  coffee  espresso  bars  (kiosks),  positioned  in  corporate  and
  institutional  locations.  The  Assets  consist  of  equipment  related  to  the
  Company's  business.  Specifically,  the Assets consist of: (i) a coffee roaster
  and related equipment; (ii) various espresso machines and related equipment; and
  (iii)  miscellaneous  other  equipment used in the retail sale of gourmet coffee
  beverages and related food and beverages.
  
       The consideration for the Assets was 320,000 shares of the Company's common
  stock  (the   "Shares").   The   Company's   common   stock  is  traded  in  the
  over-the-counter  market with quotations carried on the National  Association of
  Securities Dealers,  Inc's "OTC Bulletin Board" under the trading symbol "PBDY."
  On June 19, 2000 the  closing  bid price was $1.3125 per share,  and the closing
  ask price was $1.375 per share.  As of the date of this  filing the Shares  have
  not been issued to Arrosto,  and will be issued only upon the meeting of certain
  conditions  related  to the  condition  of  title  to  the  Assets.  When  those
  conditions  are met,  the  Shares  will be issued  under an  exemption  from the
  registration  requirement of the Securities Act of 1933, as amended ("Securities
  Act"), and will be "restricted  securities," as that term is defined in Rule 144
  promulgated under the Securities Act.
  
       The  Assets  have been used by Arrosto  in  connection  with its retail and
  wholesale  coffee  business.  The  Company  intends  to use  the  Assets  in the
  Company's  current  retail coffee  business,  and to use the coffee  roaster and
  related  equipment to assist in supplying  the Company with its roasted  coffee,
  which is currently purchased by the Company from various wholesale suppliers.
  
  
  ITEM 7.   FINANCIAL STATEMENTS AND EXHIBITS
  
            (a)  Financial Statements.
  
                 None.
  
            (b)  Pro Forma Financial Information
  
                 None.
  
            (c)  Exhibits.
  
       2.1 Arrosto Asset Purchase Agreement*
  
  *  Incorporated  by reference to the Company's Form 10K-SB Annual Report for the
  fiscal year ended March 31, 2000, pursuant to which the Asset Purchase Agreement
  is filed as Exhibit 6.2.
  
  <PAGE>
  
  SIGNATURES
  
       Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
  Company  has  duly  caused  this  report  to be  signed  on  its  behalf  by the
  undersigned hereunto duly authorized.
  
                                                 PEABODYS COFFEE, INC.,
                                                 A Nevada Corporation
  
  
  
           Date:  June 30, 2000                  By: __________/S/________________
                                                     Todd Tkachuk, President
metadata_documents: [{"type": "8-K", "sequence": "1", "filename": "0001.txt", "description": "PEABODY'S COFFEE, INC.", "secsgml_size_bytes": 4090}]
metadata_filer: {"company-data": {"conformed-name": "PEABODYS COFFEE INC/NV", "cik": "0001046998", "assigned-sic": "5812", "irs-number": "870468654", "state-of-incorporation": "NV", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-28595", "film-number": "666941"}, "business-address": {"street1": "3845 ATHERTON ROAD, SUITE 9", "city": "ROCKLIN", "state": "CA", "zip": "95765", "phone": "9166326090"}, "former-company": {"former-conformed-name": "MINE A MAX CORP", "date-changed": "19991214"}}
text: U. S. 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): JUNE 19, 2000
  
                                PEABODYS COFFEE, INC.
               (Exact name of Registrant as Specified in its Charter)
  
           NEVADA                          000-28595              98-0209293
  (State or other jurisdiction     (Commission file Number)    (I.R.S. Employer
        of Incorporation)                                     Identification No.)
  
           3845 ATHERTON ROAD, SUITE 9
           ROCKLIN, CALIFORNIA                                  95765
           (Address of Principal Executive Office)              (Zip Code)
  
         Registrant's telephone number, including area code: (916) 632-6090
  
                                         N/A
            (Former name or former address, if changed since last report)
  
  ITEM 2.  ACQUISITION OR DISPOSITION OF ASSETS
  
       On June  19,  2000,  Peabodys  Coffee,  Inc.,  a  Nevada  corporation  (the
  "Company"), purchased certain assets ("Assets") from Arrosto Coffee Company, LLC
  ("Arrosto").  The Company is in the business of selling  specialty coffee drinks
  by the use of  coffee  espresso  bars  (kiosks),  positioned  in  corporate  and
  institutional  locations.  The  Assets  consist  of  equipment  related  to  the
  Company's  business.  Specifically,  the Assets consist of: (i) a coffee roaster
  and related equipment; (ii) various espresso machines and related equipment; and
  (iii)  miscellaneous  other  equipment used in the retail sale of gourmet coffee
  beverages and related food and beverages.
  
       The consideration for the Assets was 320,000 shares of the Company's common
  stock  (the   "Shares").   The   Company's   common   stock  is  traded  in  the
  over-the-counter  market with quotations carried on the National  Association of
  Securities Dealers,  Inc's "OTC Bulletin Board" under the trading symbol "PBDY."
  On June 19, 2000 the  closing  bid price was $1.3125 per share,  and the closing
  ask price was $1.375 per share.  As of the date of this  filing the Shares  have
  not been issued to Arrosto,  and will be issued only upon the meeting of certain
  conditions  related  to the  condition  of  title  to  the  Assets.  When  those
  conditions  are met,  the  Shares  will be issued  under an  exemption  from the
  registration  requirement of the Securities Act of 1933, as amended ("Securities
  Act"), and will be "restricted  securities," as that term is defined in Rule 144
  promulgated under the Securities Act.
  
       The  Assets  have been used by Arrosto  in  connection  with its retail and
  wholesale  coffee  business.  The  Company  intends  to use  the  Assets  in the
  Company's  current  retail coffee  business,  and to use the coffee  roaster and
  related  equipment to assist in supplying  the Company with its roasted  coffee,
  which is currently purchased by the Company from various wholesale suppliers.
  
  ITEM 7.   FINANCIAL STATEMENTS AND EXHIBITS
  
            (a)  Financial Statements.
  
                 None.
  
            (b)  Pro Forma Financial Information
  
                 None.
  
            (c)  Exhibits.
  
       2.1 Arrosto Asset Purchase Agreement*
  
  *  Incorporated  by reference to the Company's Form 10K-SB Annual Report for the
  fiscal year ended March 31, 2000, pursuant to which the Asset Purchase Agreement
  is filed as Exhibit 6.2.
  SIGNATURES
  
       Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
  Company  has  duly  caused  this  report  to be  signed  on  its  behalf  by the
  undersigned hereunto duly authorized.
  
                                                 PEABODYS COFFEE, INC.,
                                                 A Nevada Corporation
  
           Date:  June 30, 2000                  By: __________/S/________________
                                                     Todd Tkachuk, President