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 January 7, 2004 YP.NET, INC. (Exact name of registrant as specified in its charter) NEVADA 000-24217 85-0206668 ------------------------------- ------------ ----------------------- (State or other jurisdiction of (Commission (IRS Employer incorporation or jurisdiction) File Number) Identification Number) 4940 E. JASMINE STREET, SUITE 105, MESA, ARIZONA 85205 ------------------------------------------------ ----------------------- (Address of principal (Zip Code) executive office) Registrant's telephone number, including area code: (480) 654-9646 Item 7. EXHIBITS. EXHIBIT NO. ITEM ------------ ---- 99.1 Letter to Shareholders dated January 7, 2004. Item 5. OTHER EVENTS. On January 5, 2004, YP.Net, Inc. release to its shareholders, via a posting on its website, a letter from the Registrant's Chief Executive Officer and Chairman of the Board. A copy of the letter is attached as Exhibit 99.1. 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: January 7, 2004 YP.NET, INC. /s/ Angelo Tullo -------------------------------- Angelo Tullo, Chairman and Chief Executive Officer 2