UNITED STATES

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): ~~October~~April 1, ~~2008~~2009

Dental Patient Care America, Inc.
(Exact name of registrant as specified in its charter)

Utah	333-37842	87-0639343
(State or other Jurisdiction	(Commission File	(IRS Employer
of Incorporation)	Number)	Identification No.)

2150 South 1300 East, Suite 500
Salt Lake City, Utah		84106
(Address of Principal Executive Offices)		(Zip code)

Registrant’s telephone number, including area code: (801) 486-5555

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):

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 12.0104 ~~Entry~~Triggering ~~into~~Events That Accelerate or Increase a ~~Material~~Direct ~~Definitive~~Financial ~~Agreement~~Obligation or an Obligation under an Off-Balance Sheet Arrangement

AsOn ~~described~~December ~~under~~27, ~~Item 2.01~~2006, ~~Dental~~the ~~Patient~~Company ~~Care~~entered ~~America,~~into ~~Inc.~~a Loan, aSecurity ~~Utah~~and ~~corporation~~Warrant Agreement (the “~~Issuer~~Loan Agreement”) ~~and~~with ~~its~~Heartland ~~wholly owned subsidiaries~~ Dental ~~Cooperative~~Care, Inc. ~~and~~(“Heartland”) ~~Dental~~for ~~Practice~~the ~~Transition,~~provision ~~Inc.,~~of ~~collectively~~funding ~~referred~~ to the Company in ~~this~~an ~~report~~amount asof ~~the~~up ~~“Issuer~~to $1,”250,000. ~~entered~~In ~~into~~connection awith ~~Purchase~~the ~~and~~Loan ~~Sale~~ Agreement, ~~with~~the ~~DPAT-2~~Company ~~Owners,~~and ~~LLC,~~its subsidiaries delivered to Heartland a ~~Utah~~Secured ~~limited~~Subordinated ~~liability~~Note ~~company~~(the (“~~Purchaser~~Note”), ~~DPAT-2~~in a principal amount of up to $1,250,000. ~~LLC~~To date, aHeartland ~~Utah~~has ~~limited~~provided ~~liability~~the ~~company~~Company ~~(“DPAT-2”)~~with funds under the Note in the principal amount of $500,000. The principal amount of the Note is due and ~~Dr.~~payable ~~Richard~~in Rfull on April 30, 2012. ~~Clegg~~Interest is payable on the Note at the rate of 10% per annum and ~~Richard~~is R.due ~~Clegg~~and payable on the first day of each calendar quarter commencing January 1, ~~DDS~~2007; PCprovided that during the first two years of the term of the Note (~~collectively~~provided ~~“Clegg”~~that no event of default has occurred or is continuing), ~~dated~~payment asof interest may be made at the option of ~~October~~the 1,Company ~~2008~~by issuing Heartland additional promissory notes of like kind and tenor in the amount of the accrued but unpaid interest of the Company. After the second anniversary of the Note, ~~with~~interest ~~respect~~on tothe Note is payable solely in cash. As collateral for the ~~sale~~Note, the Company granted Heartland a security interest and lien on substantially all of ~~DPAT-2~~the totangible ~~Purchaser~~and intangible assets of the Company.

~~Item~~The 2Company elected to pay interest during the first two years of the Note by the issuance of additional debt.01 ~~Completion~~As a result, the Company’s first cash payment of ~~Acquisition~~interest orin ~~Disposition~~the amount of ~~Assets~~approximately $15,000 was due and payable on April 1, 2009. The Company failed to make such cash payment of interest when due and is in default under the terms of the Note. The Note does not contain a provision requiring Heartland to provide notice of default nor does it provide for a grace period before a failure to make payment will constitute a default under the Note. The Note provides that any installment of interest that is not paid when due will bear interest after the due date at the rate of 14% per annum. As a result of the missed payment, Heartland has the right, at its option, to declare the entire unpaid principal amount of the Note together with interest thereon to be immediately due and payable and to exercise the remedies available to it.

~~The~~As ~~Issuer~~of ~~was~~ the ~~owner~~date ofhereof, ~~100%~~the ofCompany ~~the~~has ~~membership~~not ~~interests~~received ofany ~~DPAT-2,~~notice ~~which~~or indemand ~~turn~~from ~~owned~~Heartland ~~the~~with ~~dental~~regard ~~practice~~to (the ~~“Practice”)~~missed ~~that~~payment ~~was~~or ~~acquired by~~ the ~~Issuer~~acceleration ~~from~~of ~~Clegg~~the ~~in November 2006~~Note. InThe ~~connection~~Company ~~with~~has ~~the~~had ~~Issuer’s~~preliminary ~~acquisition~~communications ofwith ~~the Practice~~Heartland, itand ~~had~~plans ~~entered~~to ~~into~~engage anin ~~Affiliate~~detailed ~~Member~~discussions ~~Practice~~with ~~Purchase~~Heartland ~~Agreement~~in ~~and~~the anear ~~Management~~future, ~~Services Agreement~~ with ~~Clegg, which~~regard ~~are~~to ~~collectively~~the ~~referred~~loan totransaction in ~~this~~general ~~report~~and as the ~~“Clegg~~interest ~~Agreements~~payments thereon in particular.”

Effective October 1, 2008, the Issuer, in accordance with its business model and long-standing plans, sold DPAT-2 to Purchaser in consideration for: (i) Purchaser’s assumption of the Issuer’s obligations under the Clegg Agreements; (ii) the payment to the Issuer of an on-going management fee equal to 19% of the annual margin of DPAT-2 commencing January 1, 2009 and continuing until such time as Purchaser sells its interest in DPAT-2; and (iii) a disposition fee equal to 19% of Purchaser’s net profit from the sale of DPAT-2. Clegg consented to the transaction and agreed that any provisions in the Clegg Agreements providing for the issuance of the Issuer’s securities on or after October 1, 2008 were void. The sale was made effective as of October 1, 2008 and, accordingly, Purchaser is obligated to perform all obligations arising under the Clegg Agreements from and after October 1, 2008 and is entitled to the profits or losses from DPAT-2’s operations from and after October 1, 2008. SIGNATURES

AsPursuant ato ~~result of~~ the ~~transaction,~~requirements ~~effective October 1, 2008, the Issuer transferred approximately $297,000~~ of ~~assets and $461,000 of liabilities and accumulated deficit to Purchaser. The Issuer anticipates that it will recognize a gain on~~ the ~~disposition~~Securities ofExchange ~~DPAT-2~~Act of ~~approximately $163~~1934,~~000.~~ ~~[As a result of~~ the ~~Issuer’s~~Registrant ~~prior~~has ~~determination~~duly tocaused ~~dispose~~this ~~of DPAT-2, in its quarterly~~ report ~~on Form 10-Q for the quarter ended September 30, 2008, the Issuer had reclassified its consolidated balance sheets at September 30, 2008 and December 31, 2007~~ to ~~reflect the DPAT-2 assets as assets held for resale and their associated liabilities. Because the sale was expected to~~ be ~~consummated~~signed ~~within~~on ~~twelve~~its ~~months,~~behalf ~~the~~by ~~assets held for resale and related liabilities were reflected as current assets and liabilities. In addition,~~ the ~~operations~~undersigned ofhereunto ~~DPAT-2~~duly for the three and nine month periods ended September 30, 2008 and 2007 were reported within “income from discontinued operations” in the accompanying consolidated statements of operationsauthorized.]

	DENTAL PATIENT CARE AMERICA, INC.


Date: April 7, 2009	By	/s/ Michael Silva
		Michael Silva
		Chief Executive Officer

The transaction may be deemed to constitute a related party transaction because Purchaser is owned by: (i) Marlon Berrett, an officer and director of the Issuer, (ii) Andrew Eberhardt, an officer of Issuer, and (iii) Dr. Richard Clegg, a shareholder of the Issuer and one of the persons from whom the Practice was originally acquired by the Issuer and to whom various obligations are owing by the Issuer under the Clegg Agreements. The transaction was approved by a majority of the Issuer’s disinterested directors. 2

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Title of Document		Location
10.1		Purchase and Sale Agreement among Dental Patient Care America, Inc., Dental Cooperative, Inc., Dental Practice Transition, Inc., DPAT-2, LLC, DPAT-2 Owners, LLC, Richard R. Clegg and Richard R. Clegg DDS PC, dated as of October 1, 2008		This Filing

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.

	DENTAL PATIENT CARE AMERICA, INC.
Date: March 24, 2009	By	/s/ Michael Silva
		Michael Silva
		Chief Executive Officer

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