Washington, D.C. 20549






Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): October 19, 2015



(Exact name of registrant as specified in its charter)


Nevada   000-54664   20-5302617

(State or other jurisdiction

of incorporation)



File No.)


(IRS Employer

Identification No.)


100 E. Linton Blvd., Suite 144-A, Delray Beach, Florida   33483
(Address of principal executive offices)   (Zip Code)


(877) 652-3834

Registrant’s telephone number, including area code



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))






Item 1.01. Entry into a Material Definitive Agreement.


On October 19, 2015, iTalk, Inc. (“we,” “us,” “our,” or “Company”), through its subsidiary Limestone Energy Holdings, Inc., a Florida corporation (“Limestone”), mutually agreed with Hilliard Bender Energy, LLC, a Florida limited liability company (“Hilliard”), to terminate the purchase and sale agreement previously entered into between Limestone and Hilliard on January 6, 2015. Accordingly, Limestone will not be completing the acquisition of Hilliard, as previously described in our Form 8-K filed with the Securities & Exchange Commission on January 6, 2015.






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.


Date: October 23, 2015 By: /s/ David F. Levy
  Name: David F. Levy
  Title: Chief Executive Officer