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: September 16, 2005
                        (Date of earliest event reported)
                          ----------------------------

                      CENTURY PACIFIC FINANCIAL CORPORATION
               (Exact name of registrant as specified in charter)

                                    Delaware
         (State or other Jurisdiction of Incorporation or Organization)

         0-16075                                         86-0449546
(Commission File Number)                       (IRS Employer Identification No.)

                         936A Beachland Boulevard, Suite
                                       13
                              Vero Beach, FL 32963
              (Address of Principal Executive Offices and zip code)

                                 (772) 231-7544
               (Registrant's telephone number, including area code)

                                       n/a
          (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 registrant under any of the
following provisions:

|_|   Written communications pursuant to Rule 425 under the Securities Act (17
      CFR 230.425)

|_|   Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17
      CFR 240.14a-12(b))

|_|   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))

<PAGE>

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

      Information  included  in  this  Form  8-K  may  contain   forward-looking
statements  within the meaning of Section 27A of the  Securities Act and Section
21E of the  Securities  Exchange Act of 1934, as amended (the  "Exchange  Act").
This  information may involve known and unknown risks,  uncertainties  and other
factors  which  may  cause  the  Company's   actual   results,   performance  or
achievements  to be materially  different  from future  results,  performance or
achievements   expressed   or   implied  by  any   forward-looking   statements.
Forward-looking statements, which involve assumptions and describe the Company's
future plans, strategies and expectations,  are generally identifiable by use of
the  words  "may,"  "will,"  "should,"   "expect,"   "anticipate,"   "estimate,"
"believe,"  "intend"  or  "project"  or the  negative  of  these  words or other
variations  on these  words or  comparable  terminology.  These  forward-looking
statements are based on assumptions  that may be incorrect,  and there can be no
assurance that these projections  included in these  forward-looking  statements
will come to pass.  The Company's  actual results could differ  materially  from
those  expressed  or implied by the  forward-looking  statements  as a result of
various factors.  Except as required by applicable laws, the Company  undertakes
no obligation to update publicly any forward-looking  statements for any reason,
even if new information becomes available or other events occur in the future.

Item 8.01 Other Events

      On  September  16,  2005,  Century  Pacific  Financial   Corporation  (the
"Company"),  a Delaware corporation,  entered into a Letter of Intent to acquire
Versatile Entertainment,  Inc., a California corporation ("Versatile") and Bella
Rose, LLC, a California limited liability company ("Bella Rose").

      Versatile designs,  develops,  markets and distributes high fashion jeans,
knits and other apparel under the brand name "People's  Liberation."  Bella Rose
designs,  develops,  markets and distributes high fashion jeans, knits and other
apparel under the brand name "William Rast."  Versatile and Bella Rose currently
sell their products in the United States and Japan directly to department stores
and  boutiques and through  distribution  arrangements  in Japan.  Versatile was
established in April 2001 and commenced  operations in July 2004, and Bella Rose
was  formed  and  commenced   operations  in  May  2005.   Both   companies  are
headquartered in Los Angeles, California, and maintain two showrooms in New York
and Los Angeles.

      Under the  transactions  contemplated  under the  Letter  of  Intent,  the
Company will acquire all of the  outstanding  capital stock of Versatile and all
of the  membership  interests of Bella Rose. In the  exchange,  the Company will
issue shares of its  convertible  preferred  stock  ("Preferred  Shares") to the
stockholders of Versatile and the members of Bella Rose (together, the "Existing
Holders").  The closing of the exchange transaction is subject to the ability of
Versatile and Bella Rose to obtain additional financing from investors.

      Immediately  after giving  effect to the  acquisition  and the  additional
financing, the Existing Holders and the investors participating in the financing
will own in the aggregate 95.3% of the Company's  issued and outstanding  shares
of common stock on a fully diluted and  as-converted  basis. At the close of the
transaction, it is contemplated that a new board of directors will be designated
by the Existing Holders. The current stockholders of the Company are expected to
own 4.7% of the issued and  outstanding  common  stock after  completion  of the
exchange transaction and financing on a fully diluted and as-converted basis.


                                       2
<PAGE>

      The  completion  of the  acquisition  is subject to certain  conditions to
closing,  including  but not  limited to, the  negotiation  and  execution  of a
definitive acquisition  agreement,  the delivery of audited financial statements
of Versatile  and Bella Rose  prepared in  accordance  with  generally  accepted
accounting  principles  in the United  States of America,  and  required  board,
stockholder and member approvals.

      The acquisition agreement will provide that the Company take the following
corporate  actions  ("Actions")  promptly  following the closing of the exchange
transaction:  (a) change the  Company's  name to a name selected by the Existing
Holders;  and (b) a reverse stock split of the Company's  common stock,  on such
terms as mutually  agreed to by the parties,  to permit the Company to issue the
additional  shares of its common  stock  upon the  conversion  of the  Preferred
Shares and to allow the  Company to have  additional  shares of  authorized  and
unissued common stock for other corporate  purposes.  The Preferred  Shares will
automatically  convert  without further action of the holder thereof into shares
of the Company's  common stock upon  stockholder  approval of the Actions.  As a
condition of closing of the exchange  transaction,  Keating Reverse Merger Fund,
LLC and the Existing Holders will enter into a voting agreement under which each
of them agree to vote their  shares of capital  stock of the Company in favor of
the Actions following the Closing.

      Subject to the  satisfaction  of the above  conditions and other customary
conditions, the acquisition is presently expected to close in the fourth quarter
of 2005.  However,  there  can be no  assurances  that the  acquisition  will be
completed.

      The  Company  is  currently  a "shell  company"  with  nominal  assets and
operations  whose sole business has been to identify,  evaluate and  investigate
various  companies  with the intent  that,  if such  investigation  warrants,  a
reverse merger  transaction  be negotiated  and completed  pursuant to which the
Company  would  acquire a target  company  with an operating  business  with the
intent of continuing the acquired company's business as a publicly held entity.


                                       3
<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.

                                   Century Pacific Financial Corporation
                                   (Registrant)


Date: September 19, 2005           By: /s/ Kevin R. Keating
                                       -----------------------------------------
                                       Kevin R. Keating, President and Secretary

                                       4
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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: September 16, 2005
                        (Date of earliest event reported)
                          ----------------------------

                      CENTURY PACIFIC FINANCIAL CORPORATION
               (Exact name of registrant as specified in charter)

                                    Delaware
         (State or other Jurisdiction of Incorporation or Organization)

         0-16075                                         86-0449546
(Commission File Number)                       (IRS Employer Identification No.)

                         936A Beachland Boulevard, Suite
                                       13
                              Vero Beach, FL 32963
              (Address of Principal Executive Offices and zip code)

                                 (772) 231-7544
               (Registrant's telephone number, including area code)

                                       n/a
          (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 registrant under any of the
following provisions:

|_|   Written communications pursuant to Rule 425 under the Securities Act (17
      CFR 230.425)

|_|   Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17
      CFR 240.14a-12(b))

|_|   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))
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

      Information  included  in  this  Form  8-K  may  contain   forward-looking
statements  within the meaning of Section 27A of the  Securities Act and Section
21E of the  Securities  Exchange Act of 1934, as amended (the  "Exchange  Act").
This  information may involve known and unknown risks,  uncertainties  and other
factors  which  may  cause  the  Company's   actual   results,   performance  or
achievements  to be materially  different  from future  results,  performance or
achievements   expressed   or   implied  by  any   forward-looking   statements.
Forward-looking statements, which involve assumptions and describe the Company's
future plans, strategies and expectations,  are generally identifiable by use of
the  words  "may,"  "will,"  "should,"   "expect,"   "anticipate,"   "estimate,"
"believe,"  "intend"  or  "project"  or the  negative  of  these  words or other
variations  on these  words or  comparable  terminology.  These  forward-looking
statements are based on assumptions  that may be incorrect,  and there can be no
assurance that these projections  included in these  forward-looking  statements
will come to pass.  The Company's  actual results could differ  materially  from
those  expressed  or implied by the  forward-looking  statements  as a result of
various factors.  Except as required by applicable laws, the Company  undertakes
no obligation to update publicly any forward-looking  statements for any reason,
even if new information becomes available or other events occur in the future.

Item 8.01 Other Events

      On  September  16,  2005,  Century  Pacific  Financial   Corporation  (the
"Company"),  a Delaware corporation,  entered into a Letter of Intent to acquire
Versatile Entertainment,  Inc., a California corporation ("Versatile") and Bella
Rose, LLC, a California limited liability company ("Bella Rose").

      Versatile designs,  develops,  markets and distributes high fashion jeans,
knits and other apparel under the brand name "People's  Liberation."  Bella Rose
designs,  develops,  markets and distributes high fashion jeans, knits and other
apparel under the brand name "William Rast."  Versatile and Bella Rose currently
sell their products in the United States and Japan directly to department stores
and  boutiques and through  distribution  arrangements  in Japan.  Versatile was
established in April 2001 and commenced  operations in July 2004, and Bella Rose
was  formed  and  commenced   operations  in  May  2005.   Both   companies  are
headquartered in Los Angeles, California, and maintain two showrooms in New York
and Los Angeles.

      Under the  transactions  contemplated  under the  Letter  of  Intent,  the
Company will acquire all of the  outstanding  capital stock of Versatile and all
of the  membership  interests of Bella Rose. In the  exchange,  the Company will
issue shares of its  convertible  preferred  stock  ("Preferred  Shares") to the
stockholders of Versatile and the members of Bella Rose (together, the "Existing
Holders").  The closing of the exchange transaction is subject to the ability of
Versatile and Bella Rose to obtain additional financing from investors.

      Immediately  after giving  effect to the  acquisition  and the  additional
financing, the Existing Holders and the investors participating in the financing
will own in the aggregate 95.3% of the Company's  issued and outstanding  shares
of common stock on a fully diluted and  as-converted  basis. At the close of the
transaction, it is contemplated that a new board of directors will be designated
by the Existing Holders. The current stockholders of the Company are expected to
own 4.7% of the issued and  outstanding  common  stock after  completion  of the
exchange transaction and financing on a fully diluted and as-converted basis.

                                       2
The  completion  of the  acquisition  is subject to certain  conditions to
closing,  including  but not  limited to, the  negotiation  and  execution  of a
definitive acquisition  agreement,  the delivery of audited financial statements
of Versatile  and Bella Rose  prepared in  accordance  with  generally  accepted
accounting  principles  in the United  States of America,  and  required  board,
stockholder and member approvals.

      The acquisition agreement will provide that the Company take the following
corporate  actions  ("Actions")  promptly  following the closing of the exchange
transaction:  (a) change the  Company's  name to a name selected by the Existing
Holders;  and (b) a reverse stock split of the Company's  common stock,  on such
terms as mutually  agreed to by the parties,  to permit the Company to issue the
additional  shares of its common  stock  upon the  conversion  of the  Preferred
Shares and to allow the  Company to have  additional  shares of  authorized  and
unissued common stock for other corporate  purposes.  The Preferred  Shares will
automatically  convert  without further action of the holder thereof into shares
of the Company's  common stock upon  stockholder  approval of the Actions.  As a
condition of closing of the exchange  transaction,  Keating Reverse Merger Fund,
LLC and the Existing Holders will enter into a voting agreement under which each
of them agree to vote their  shares of capital  stock of the Company in favor of
the Actions following the Closing.

      Subject to the  satisfaction  of the above  conditions and other customary
conditions, the acquisition is presently expected to close in the fourth quarter
of 2005.  However,  there  can be no  assurances  that the  acquisition  will be
completed.

      The  Company  is  currently  a "shell  company"  with  nominal  assets and
operations  whose sole business has been to identify,  evaluate and  investigate
various  companies  with the intent  that,  if such  investigation  warrants,  a
reverse merger  transaction  be negotiated  and completed  pursuant to which the
Company  would  acquire a target  company  with an operating  business  with the
intent of continuing the acquired company's business as a publicly held entity.

                                       3
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.

                                   Century Pacific Financial Corporation
                                   (Registrant)

Date: September 19, 2005           By: /s/ Kevin R. Keating
                                       -----------------------------------------
                                       Kevin R. Keating, President and Secretary

                                       4