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) is May 18, 2005
YP
CORP.
(Exact
name of registrant as specified in its charter)
 
  
    | 
       Nevada  | 
      | 
    
       000-24217  | 
      | 
    
       85-0206668  | 
  
    | (State or other
      jurisdiction of incorporation or jurisdiction)  | 
      | 
      (Commission
      File Number) | 
      | 
    (IRS Employer
      Identification Number)  | 
 
 
 
  
    | 
       4940
      E. Jasmine Street, Suite 105, Mesa, Arizona  | 
      | 
    
       85205  | 
  
    | 
       (Address
      of principal 
      executive
      office)  | 
      | 
    
       (Zip
      Code)  | 
 
Registrant’s
telephone number, including area code: (480) 654-9646
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):
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o 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.  | 
 
 
  
    | 
       Item
      2.03.  | 
    
       Creation
      of a Direct Financial Obligation or an Obligation under an Off-Balance
      Sheet Arrangement of a Registrant.  | 
 
On May
19, 2005, YP Corp. renewed its $1,000,000 revolving line of credit with Merrill
Lynch Business Financial Services Inc., extending the maturity date from April
30, 2005 to April 30, 2006. All other terms and conditions of the original line
of credit remain unchanged.
 
 
  
    | 
       Item
      7.01.  | 
    
       Regulation
      FD Disclosure.  | 
 
On May
18, 2005, YP Corp. issued a press release, furnished as Exhibit 99.1 and
incorporated herein by reference, announcing the adoption of a $3 million stock
repurchase program.
The
information contained in this Current Report on Form 8-K, including the exhibit
attached hereto, is being furnished and shall not be deemed to be “filed” for
the purposes of Section 18 of the Securities and Exchange Act of 1934, as
amended, or otherwise subject to the liabilities of that Section. Furthermore,
the information contained in this Current Report on Form 8-K shall not be deemed
to be incorporated by reference into any registration statement or other
document filed pursuant to the Securities Act of 1933, as amended. 
 
  
    | 
       Item
      9.01.  | 
    
       Financial
      Statements and Exhibits.  | 
 
 
  
    | 
       Exhibit
      No.  | 
      | 
    
       Item  | 
  
    | 
       99.1  | 
      | 
    
       Press
      Release, dated May 18, 2005, concerning the adoption of a stock repurchase
      program  | 
 
 
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.
  
    | 
       Date:
      May 23, 2005  | 
    
       YP
      CORP.  | 
      | 
  
    |   | 
      | 
      | 
  
    |   | 
      | 
      | 
  
    |   | 
    
       /s/ 
      Peter Bergmann  | 
      | 
  
    |   | 
    
       Peter
      Bergmann, Chairman and Chief Executive Officer  | 
      |