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): January 19, 2009

                        SPRING CREEK CAPITAL INC..
           (Exact Name of Registrant as Specified in Its Charter)

   Nevada                        333-135213                     98-0491567
(State or Other Jurisdiction (Commission File Number)         I.R.S. Employer
of Incorporation) 							Identification No.)

                              409 Brevard Avenue
                                    Suite 7
                                Cocoa, FL 32923
                   (Address of principal executive offices)

                               (321)-433-1136)
                         (Issuer's telephone number)

               5190 Neil Road, Suite 430, Reno, Nevada
      (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 (See General Instruction A.2 below):

[  ]	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))








SECTION 5 ? Corporate Governance and Management

Item 5.02   Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b)	  At a Special Meeting of the Board of Directors of the Company held on
January 19, 2009, Mr. Kelly T. Hickel was appointed as a director of the
Company.  Simultaneously, the previous sole director, Sharon Farris, resigned
as an officer and director of the Company, effective immediately. Mr. Hickel
also was elected as Chairman, CEO, President and Secretary.

(c)	KELLY T. HICKEL served as the Chairman of Paradise Music &
Entertainment, Inc. (PDSE.pk) in February 2001 until he resigned in June 2006.
Previously, Mr. Hickel was the turn-around President of Miniscribe Corp., a
troubled Fortune 500 disk drive manufacturer, from 1989 to 1990. Mr. Hickel
helped conduct a 363B sale to Maxtor from bankruptcy and supported the estate
as it returned $900 million to its stakeholders including 41% of the value to
the public shareholders. He was the President of the Maxwell Technology
Information Systems Group from 1993 until 1997, during which, Maxwell was the
9th best performing stock on NASDAQ and the #1 performing stock in California
in 1996. Mr. Hickel was, recently, Chairman and Chief Restructuring Office of
The Tyree Company in Farmingdale, New York. He is Managing Director of The
Turnaround Group, LLC and Strategic Growth Associates, a Denver-based advisory
firm, CEO of Environmental Testing Laboratories, Inc. and Chairman of the
Advisory Committee for Leaddog Capital Partners, Inc. Mr. Hickel has arranged
a number of private and public company financings and financial restructuring
over the years. Mr. Hickel is a graduate of Indiana University, with a
Bachelors of Science, and has attended coursework at Columbia University. He is
66 years old

      There are no transactions, or series of transactions, since the
beginning of the Company?s current fiscal year on February 1, 2008, or any
proposed transaction, to which the Company or any subsidiary, was or is to be
a party in which Mr. Hickel had, or will have, a direct or indirect interest.
There is no material plan, contract or arrangement (whether or not written)or
any amendments to existing such plans, contracts or agreements, involving the
Company to which Mr. Hickel, is a party.

	There were no disagreements with the former sole director, Sharon Farris,
who resigned voluntarily, and Ms. Farris did not express any disagreements at
the time of her resignation.

Section 8 - Other Events

Item 8.01 Other Events.

	The corporation has changed its principal office and place of business to
409 Brevard Avenue, Suite 7, Cocoa, Florida 32922, and its telephone number to
321-433-1136.

SECTION  9.    FINANCIAL  STATEMENTS  AND  EXHIBITS.

     (a)     Financial  Statements.
             ----------------------

     None.

     (b)     Exhibits.

     None
This report on Form 8-K may contain forward-looking statements that
involve risks and uncertainties, as well as assumptions that, if they never
materialize or prove incorrect, could cause the results of the Company to
differ materially from those expressed or implied by such forward-looking
statements. All statements other than statements of historical fact are
statements that could be deemed forward-looking statements, including any
projections of revenue, expenses, earnings or losses from operations or
investments, or other financial items; any statements of the plans,
strategies and objectives of management for future operations; any
statements of expectation or belief; and any statements of assumptions
underlying any of the foregoing. The risks, uncertainties and assumptions
referred to above include risks that are described from time to time in our
Securities and Exchange Commission, or the SEC, reports filed before this
report.

We use words such as anticipates, believes, expects, future, intends and
similar expressions to identify forward-looking statements. Our actual
results could differ materially from those projected in the forward-looking
statements for any reason. We caution you that forward-looking statements of
this type are subject to uncertainties and risks, many of which cannot be
predicted or quantified.

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  duly  authorized officer.

Date: February 4, 2009


                            SPRING CREEK CAPITAL, INC.



                            By /s/ Kelly T. Hickel
                              --------------------------------
                                Kelly T. Hickel
                                Chief Executive Officer








3
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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): January 19, 2009

                        SPRING CREEK CAPITAL INC..
           (Exact Name of Registrant as Specified in Its Charter)

   Nevada                        333-135213                     98-0491567
(State or Other Jurisdiction (Commission File Number)         I.R.S. Employer
of Incorporation) 							Identification No.)

                              409 Brevard Avenue
                                    Suite 7
                                Cocoa, FL 32923
                   (Address of principal executive offices)

                               (321)-433-1136)
                         (Issuer's telephone number)

               5190 Neil Road, Suite 430, Reno, Nevada
      (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 (See General Instruction A.2 below):

[  ]	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))

SECTION 5 ? Corporate Governance and Management

Item 5.02   Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b)	  At a Special Meeting of the Board of Directors of the Company held on
January 19, 2009, Mr. Kelly T. Hickel was appointed as a director of the
Company.  Simultaneously, the previous sole director, Sharon Farris, resigned
as an officer and director of the Company, effective immediately. Mr. Hickel
also was elected as Chairman, CEO, President and Secretary.

(c)	KELLY T. HICKEL served as the Chairman of Paradise Music &
Entertainment, Inc. (PDSE.pk) in February 2001 until he resigned in June 2006.
Previously, Mr. Hickel was the turn-around President of Miniscribe Corp., a
troubled Fortune 500 disk drive manufacturer, from 1989 to 1990. Mr. Hickel
helped conduct a 363B sale to Maxtor from bankruptcy and supported the estate
as it returned $900 million to its stakeholders including 41% of the value to
the public shareholders. He was the President of the Maxwell Technology
Information Systems Group from 1993 until 1997, during which, Maxwell was the
9th best performing stock on NASDAQ and the #1 performing stock in California
in 1996. Mr. Hickel was, recently, Chairman and Chief Restructuring Office of
The Tyree Company in Farmingdale, New York. He is Managing Director of The
Turnaround Group, LLC and Strategic Growth Associates, a Denver-based advisory
firm, CEO of Environmental Testing Laboratories, Inc. and Chairman of the
Advisory Committee for Leaddog Capital Partners, Inc. Mr. Hickel has arranged
a number of private and public company financings and financial restructuring
over the years. Mr. Hickel is a graduate of Indiana University, with a
Bachelors of Science, and has attended coursework at Columbia University. He is
66 years old

      There are no transactions, or series of transactions, since the
beginning of the Company?s current fiscal year on February 1, 2008, or any
proposed transaction, to which the Company or any subsidiary, was or is to be
a party in which Mr. Hickel had, or will have, a direct or indirect interest.
There is no material plan, contract or arrangement (whether or not written)or
any amendments to existing such plans, contracts or agreements, involving the
Company to which Mr. Hickel, is a party.

	There were no disagreements with the former sole director, Sharon Farris,
who resigned voluntarily, and Ms. Farris did not express any disagreements at
the time of her resignation.

Section 8 - Other Events

Item 8.01 Other Events.

	The corporation has changed its principal office and place of business to
409 Brevard Avenue, Suite 7, Cocoa, Florida 32922, and its telephone number to
321-433-1136.

SECTION  9.    FINANCIAL  STATEMENTS  AND  EXHIBITS.

     (a)     Financial  Statements.
             ----------------------

     None.

     (b)     Exhibits.

     None
This report on Form 8-K may contain forward-looking statements that
involve risks and uncertainties, as well as assumptions that, if they never
materialize or prove incorrect, could cause the results of the Company to
differ materially from those expressed or implied by such forward-looking
statements. All statements other than statements of historical fact are
statements that could be deemed forward-looking statements, including any
projections of revenue, expenses, earnings or losses from operations or
investments, or other financial items; any statements of the plans,
strategies and objectives of management for future operations; any
statements of expectation or belief; and any statements of assumptions
underlying any of the foregoing. The risks, uncertainties and assumptions
referred to above include risks that are described from time to time in our
Securities and Exchange Commission, or the SEC, reports filed before this
report.

We use words such as anticipates, believes, expects, future, intends and
similar expressions to identify forward-looking statements. Our actual
results could differ materially from those projected in the forward-looking
statements for any reason. We caution you that forward-looking statements of
this type are subject to uncertainties and risks, many of which cannot be
predicted or quantified.

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  duly  authorized officer.

Date: February 4, 2009

                            SPRING CREEK CAPITAL, INC.

                            By /s/ Kelly T. Hickel
                              --------------------------------
                                Kelly T. Hickel
                                Chief Executive Officer

3