Form 8-K
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
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FORM
8-K
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PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date
of
Report (Date of earliest event reported): November
28, 2006
Commission
File # 000-51055
RED
MILE ENTERTAINMENT, INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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20-4441647
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(State
or other jurisdiction of incorporation or organization)
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(IRS
Employer Identification Number)
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4000
Bridgeway, Suite 101
Sausalito,
CA 94965
(ADDRESS
OF PRINCIPAL EXECUTIVE OFFICES)
415-339-4240
(Registrant’s
telephone number, including area code)
NOT
APPLICABLE
(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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act
(17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act
(17 CFR 240.13e-4(c))
ITEM
5.02 Election of Director
On
November 21, 2006, the Board of Directors of Red Mile Entertainment, Inc.,
a
Delaware corporation (the “Company”), elected James T. McCubbin to serve as a
member of the Board of Directors. On November 28, 2006 Mr. McCubbin accepted
this offer, and will begin service on December 1, 2006. Mr. McCubbin is the
Vice
President, Chief Financial Officer, Director, Secretary, and Treasurer of
WidePoint Corporation. He
has
over
20 years of financial management experience including 10 years of smallcap
public reporting experience. He has held various positions in a wide range
of
activities from venture capital to financial management with Marmac Investments,
Memtec Corp., McBee Consulting, Ernst & Young, and Martin Marietta Corp.
before joining CSI as its Corporate Controller in 1996. In August of 1998,
Mr.
McCubbin was appointed as the Chief Financial Officer of WidePoint Corporation
and joined its Board of Directors in December of 1998. Mr. McCubbin earned
a
Master's Degree in International Business and a B.S. in Finance from the
University of Maryland. Mr. McCubbin is 42 years old.
Mr.
McCubbin’s compensation will be similar to that which is currently given to
other outside directors of the Company. The Company will grant Mr. McCubbin
non-qualified stock options for 37,500 shares at a strike price of $1.10 per
share. Vesting will be monthly over twelve months or 3,125 shares per month
commencing on December 1, 2006. Mr. McCubbin will also receive $2,000 per month
in cash compensation to serve as the Chairman of the Company’s Audit Committee
to the Board of Directors that is currently being established.
Item
9.
Exhibits.
(d)
EXHIBITS - The following exhibit is filed as part of this report:
99.1
Press Release Regarding the Election of Mr. McCubbin
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.
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Red
Mile Entertainment, Inc.
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Date:
November 30, 2006
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By:
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/s/ Ben Zadik
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Name:
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Ben
Zadik
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Title:
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Chief
Financial Officer
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EXHIBIT
INDEX
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Exhibit
Number
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Description
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99.1
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Press
Release Regarding the Election of Mr.
McCubbin
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