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 1934

       Date of Report (Date of earliest event reported): November 1, 2005

                                    AVP, Inc.
                                    ---------
               (Exact name of registrant as specified in charter)

                                    Delaware
                                    --------
                 (State or other jurisdiction of incorporation)

            005-79737                                     98-0142664
  ---------------------------------            ---------------------------------
      (Commission File Number)                 (IRS Employer Identification No.)


   6100 Center Drive, Suite 900, Los Angeles, CA                      90045
   ---------------------------------------------                  --------------
     (Address of principal executive offices)                       (Zip Code)


Registrant's telephone number, including area code:               (310) 426-8000
---------------------------------------------------               --------------

      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))


                                       1
<PAGE>

Item 8.01.  Other Events.

      On November 1, 2005, AVP, Inc.  ("AVP") issued a press release  announcing
that its  registration  statement on Form SB-2 under the  Securities Act of 1933
covering   114,259,909   shares  (the   "Shares")   of  AVP  common  stock  (the
"Registration  Statement") was declared effective on such date. The Registration
Statement  covers  Shares  currently  outstanding,  or that may be  issued  upon
exercise  of rights to  acquire  the  Shares,  that AVP  previously  sold to the
selling  securities  holders  listed in the  Registration  Statement  in private
transactions.  AVP will not receive any  proceeds  from sales of the  registered
Shares.

      A copy of the press  release is  furnished as Exhibit 99.1 to this Current
Report on Form 8-K, and is incorporated herein by reference.



Item 9.01.  Financial Statements and Exhibits.

      (d)   Exhibits.


Exhibit Number          Description
--------------          -----------

     99.1               Press Release issued by AVP, Inc. dated November 1, 2005
                        Announcing   the   Declaration   of   the   AVP   Resale
                        Registration Statement Effective.


                                       2
<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.

                         AVP, INC.

                         By:  /s/ Andrew Reif
                           ------------------------------------------
                         Name:  Andrew Reif
                         Title: Chief Operating Officer

Dated:  November 2, 2005

                                       3
{"company-data": {"conformed-name": "AVP INC", "cik": "0000930817", "assigned-sic": "7997", "irs-number": "980142664", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-26454", "film-number": "051172876"}, "business-address": {"street1": "6100 CENTER DRIVE", "street2": "SUITE 900", "city": "LOS ANGELES", "state": "CA", "zip": "90045", "phone": "310-426-8000"}, "mail-address": {"street1": "6100 CENTER DRIVE", "street2": "SUITE 900", "city": "LOS ANGELES", "state": "CA", "zip": "90045"}, "former-company": [{"former-conformed-name": "OTHNET INC", "date-changed": "20010502"}, {"former-conformed-name": "PL BRANDS INC", "date-changed": "19941003"}]}
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 1934

       Date of Report (Date of earliest event reported): November 1, 2005

                                    AVP, Inc.
                                    ---------
               (Exact name of registrant as specified in charter)

                                    Delaware
                                    --------
                 (State or other jurisdiction of incorporation)

            005-79737                                     98-0142664
  ---------------------------------            ---------------------------------
      (Commission File Number)                 (IRS Employer Identification No.)

   6100 Center Drive, Suite 900, Los Angeles, CA                      90045
   ---------------------------------------------                  --------------
     (Address of principal executive offices)                       (Zip Code)

Registrant's telephone number, including area code:               (310) 426-8000
---------------------------------------------------               --------------

      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))

                                       1
Item 8.01.  Other Events.

      On November 1, 2005, AVP, Inc.  ("AVP") issued a press release  announcing
that its  registration  statement on Form SB-2 under the  Securities Act of 1933
covering   114,259,909   shares  (the   "Shares")   of  AVP  common  stock  (the
"Registration  Statement") was declared effective on such date. The Registration
Statement  covers  Shares  currently  outstanding,  or that may be  issued  upon
exercise  of rights to  acquire  the  Shares,  that AVP  previously  sold to the
selling  securities  holders  listed in the  Registration  Statement  in private
transactions.  AVP will not receive any  proceeds  from sales of the  registered
Shares.

      A copy of the press  release is  furnished as Exhibit 99.1 to this Current
Report on Form 8-K, and is incorporated herein by reference.

Item 9.01.  Financial Statements and Exhibits.

      (d)   Exhibits.

Exhibit Number          Description
--------------          -----------

     99.1               Press Release issued by AVP, Inc. dated November 1, 2005
                        Announcing   the   Declaration   of   the   AVP   Resale
                        Registration Statement Effective.

                                       2
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.

                         AVP, INC.

                         By:  /s/ Andrew Reif
                           ------------------------------------------
                         Name:  Andrew Reif
                         Title: Chief Operating Officer

Dated:  November 2, 2005

                                       3