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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): ~~November~~December 12, 2002

ASGA, Inc.
(Exact name of registrant as specified in its charter)

Nevada (State or Other Jurisdiction of Incorporation or Organization) 000-32611 (Commission File Number) 88-0451101 (I.R.S. Employer Identification Number)

Nevada (State or Other Jurisdiction of Incorporation or Organization)		000-32611 (Commission File Number)		88-0451101 (I.R.S. Employer Identification Number)
11408 Orchard Park, Suite 311, Glen Allen, VA (Address of Principal Executive Offices)				23059 (Zip Code)

~~660~~Registrant's telephone ~~South Hughes Blvd.~~number, ~~Elizabeth~~including ~~City,~~area NCcode: (~~Address of Principal Executive Offices~~804) ~~27909 (Zip Code)~~ 273-6731

~~Registrant's~~ 660 South Hughes Blvd., Elizabeth City, NC ~~telephone~~27909 (Former ~~number~~Name or Former Address, ~~including~~if ~~area~~Changed ~~code:~~Since ~~(252~~Last Report) ~~331-1799~~

~~(Former~~ ~~Name~~ or Item ~~Former~~4. ~~Address,~~Changes ifin ~~Changed~~Registrant's ~~Since~~Certifying ~~Last Report)~~Accountant.

On December 12, 2002, the Board of Directors of ASGA, Inc., a Nevada corporation (the "Company"), was notified that Durland & Company, CPAs, P.A. has ~~ITEM~~declined 1to stand for reelection as the Company's independent accountants. ~~CHANGES~~The INCompany ~~CONTROL~~has OFnot ~~REGISTRANT~~engaged other independent accountants as of this date.

OnThe Company ~~November 12~~engaged Durland & Company, ~~2002~~CPAs, ~~pursuant~~P.A. toas anits ~~Asset~~independent ~~Purchase~~accountant ~~Agreement~~on October 30, we2001. ~~acquired~~From ~~assets~~October 30, ~~valued~~2001 atthrough ~~$423~~December 31,~~599~~ ~~from~~2001 ~~Portable~~and ~~Modular~~from December ~~Hospitality~~31, 2001 through December ~~Inc.~~12, ~~a Virginia~~2002, ~~corporation~~there inwere ~~exchange~~no ~~for~~disagreements 21with Durland & Company,~~179~~ CPAs,~~950~~ ~~shares~~P.A. ofon ~~our~~any ~~common~~matter ~~stock.~~of Ataccounting ~~closing~~principles or practices, ~~Portable~~financial ~~Modular~~statement ~~Hospitality~~disclosure, ~~Inc.~~ or ~~distributed~~auditing ~~all~~scope 21or procedure,~~179,950~~ ~~shares~~which ofdisagreements, ~~our~~if ~~common~~not ~~stock~~resolved to ~~its~~the ~~sole shareholder~~satisfaction ~~Lawrence~~of Durland & Company, CPAs, P.A., ~~Creeger.~~would ~~Immediately~~have ~~prior~~caused that firm to make reference to the ~~issuance~~subject matter of ~~our~~the disagreement ~~common~~in ~~stock~~connection inwith ~~the~~its ~~acquisition,~~reports. aNo ~~total~~report of 24Durland & Company,~~319~~ CPAs,~~528~~ ~~shares~~P.A. ofon ~~Common~~the ~~Stock~~Company's ~~were~~financial ~~issued~~statements ~~and~~has ~~outstanding.~~contained ~~Mr. Creeger now~~as ~~controls~~adverse ~~approximately~~opinion ~~46.5%~~or ofa ~~outstanding~~disclaimer ~~common~~of ~~stock.~~opinion, Innor ~~conjunction~~was ~~with~~any such ~~the~~report ~~acquisition,~~qualified ~~Mr. Creeger~~or ~~became~~modified aas ~~director~~to ~~and~~uncertainty, ~~our~~audit ~~chief~~scope ~~executive~~or ~~officer~~accounting principles.

The Company has provided Durland & Company, CPAs, P.A. with a copy of the disclosures contained herein and has requested that Durland & Company, CPAs, P.A. furnish it with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the statements made by the Companies herein and, if not, stating the respects in which it does not agree. A copy of ~~ITEM~~Durland 2& Company, CPAs, P.A.'s ~~ACQUISITION~~letter ORto ~~DISPOSITION~~the OFSEC ~~ASSETS~~is filed as an exhibit to this Current Report on Form 8-K.

On ~~November 12, 2002, pursuant to an Asset Purchase Agreement, we acquired assets valued at $423,599 from Portable Modular Hospitality, Inc., a~~ ~~Virginia~~ ~~corporation in exchange for 21,179,950 shares of our common stock. A copy of the Asset Purchase Agreement is filed with this report as Exhibit 2.1 and the assets we acquired are~~ ~~described~~Item ~~on Schedule A of the Asset Purchase Agreement~~5. ~~The~~Other ~~assets will be used to expand our capacity to perform first class tournament services and to reduce our operating costs~~Events.

Reverse ~~ITEM~~Stock ~~5. OTHER EVENTS.~~ Split

We effected a 50 for 1~~. Mr.~~ reverse stock split of our common stock on December ~~Tom Kidd~~31, ~~resigned~~2002. asThe ~~the~~reverse ~~President~~stock ~~and~~split ~~Chief~~was ~~Executive~~effected ~~Officer~~by filing a Certificate of Change in Number of Authorized Shares with the ~~Company~~Secretary ~~and~~of asState of Nevada which had the ~~Chief~~effect ~~Executive~~of ~~Officer~~reducing the number of ~~ASGA~~authorized ~~Tour~~shares from 50, ~~Inc.~~000,000 ~~our~~to ~~wholly~~1,000,000 ~~owned~~and the number of outstanding shares ~~subsidiary~~from ~~effective~~45,499,478 ~~November 12~~shares to approximately 909,990 ~~2002~~shares. The stock trades on the OTCBB under the symbol ASGI.

~~2. Lawrence~~The A.primary ~~Creeger~~purpose ~~was~~of ~~appointed~~the asreverse astock ~~director~~split of our common stock is to combine the outstanding shares of the common stock of the Company, ~~and~~into ~~was~~a ~~appointed~~smaller number of shares so that the shares ~~President~~will trade at a higher price per share than their recent trading prices. The reverse stock split affected all common stock holders uniformly and ~~Chief~~will ~~Executive~~not ~~Officer~~affect ofany common stock holder's percentage ownership interests in the Company, ~~effective~~or ~~November 13, 2002~~proportionate voting power.

~~3. Mr. Kidd has~~ ~~entered~~Effects ~~into a consulting agreement with the Company and has entered into a agreement to serve as the Commissioner~~ of ~~ASGA~~Reverse ~~Tour, Inc.~~Stock Split

~~4. Our board~~The ofprincipal ~~directors~~effects ~~has~~of ~~approved~~the areverse 50stock ~~for~~split 1on ~~reverse~~the common stock ~~split~~outstanding ~~which~~immediately ~~will~~prior beto ~~effected~~the by filing aof the Certificate of Change in Number of Authorized Shares ~~with~~are: ~~the Nevada Secretary of State.~~

(i) the ~~ITEM~~number 6.of ~~RESIGNATION~~shares OFof ~~REGISTRANT'S~~common ~~DIRECTORS.~~ stock authorized was reduced from 50,000,000 shares to 1,000,000 shares;

~~Mr. Tom~~(ii) the ~~Kidd~~number ~~resigned~~of asshares ~~a Director~~ of ~~the~~common ~~Company~~stock onissued ~~November 25,~~and ~~2002.~~outstanding ~~Mr. Kidd's~~was ~~resignation~~reduced ~~letter~~from is45,499,478 ~~filed~~shares ~~with~~to ~~this~~approximately ~~report~~909,990 ~~as Exhibit 99.1.~~shares;

(iii) each ~~ITEM~~fifty 7.(50) shares ~~FINANCIAL~~of ~~STATEMENTS~~common ~~AND~~stock ~~EXHIBITS~~owned by a common stock holder were automatically converted into one (1) share of common stock.

~~(c) Exhibits:~~The reverse ~~Exhibits~~stock ~~required~~split bydid ~~Item 601~~not ofaffect ~~Regulation S-B~~the ~~are~~par ~~incorporated~~value byof ~~reference~~the ~~and~~common ~~are~~stock. ~~listed~~As on a result, the ~~attached~~stated ~~Exhibit~~capital ~~Index~~on ~~which~~our ~~begins~~balance onsheet ~~page X-1~~attributable ofto ~~this~~common ~~Current~~stock ~~Report~~will onbe ~~Form 8~~reduced to one-K.fiftieth of its present

amount, and the additional paid-in capital account will be credited with the amount by which the stated capital is reduced. The per share net income or loss and net book value of the common stock will be increased because there will be fewer shares of common stock outstanding.

In lieu of issuance of fractional shares resulting from the reverse stock split, we have elected to round any fractional shares up to the nearest whole share. Accordingly, any holder of common stock that would have held a fractional share will have that fraction rounded up to the nearest whole share. For example if a shareholder held 45 shares before the split, that shareholder would hold 1 share after the split, because the fractional share was rounded up to the nearest whole share.

While we expect that the reverse stock split will result in an increase in the market price of our common stock, there can be no assurance that the reverse stock split will increase the market price of our common stock by a multiple of 50 or result in the permanent increase in the market price (which is dependent upon many factors, including performance and prospects) of our common stock. Also, if the market price of the common stock declines, the percentage decline as an absolute number and as a percentage of the overall market capitalization may be greater than would pertain in the absence of a reverse stock split.

Furthermore, the possibility exists that liquidity in the market price of our common stock could be adversely affected by the reduced number of shares that would be outstanding after the reverse stock split. In addition, the reverse stock split may increase the number of common stock holders who own odd lots, or those who own less than 100 shares. Common stock holders who hold odd lots typically will experience an increase in the cost of selling their shares, as well as possible greater difficulty in effecting these sales. Consequently, there can be no assurance that the reverse stock split will achieve the desired results that have been outlined above.

No dissenter's rights.

The Nevada Revised Statues does not provide for dissenter's rights for the filing a Certificate of Change in Number of Authorized Shares, if any holder of common stock holding only a fractional share as a result of the reverse stock split will have such fractional share rounded up to a whole share. Accordingly, our decision to round any fractional shares resulting from the reverse stock split eliminates dissenter's rights.

Exchange of Stock Certificates

Our transfer agent, Pacific Stock Transfer, Inc., will act as exchange agent for purposes of implementing the exchange of stock certificates. All holders of common stock in certificate form will be asked to surrender to the Company's transfer agent certificates representing the pre-split shares in exchange for certificates representing post-split shares, in accordance with the procedures to be set forth in a letter of transmittal to be sent by the transfer agent. No new certificates will be issued to any shareholder until the shareholder has surrendered his or her outstanding certificate(s) together with the properly completed and executed letter of transmittal to the transfer agent. Stockholders should not destroy any stock certificate and should not submit any certificates until requested to do so. If your shares of common stock are deposited in book entry, your shares will automatically be converted to reflect the reverse stock split without any action on your part.

Change in Address of Executive Offices.

The Company has relocated its executive offices to 11408 Orchard Park, Suite 311, Glen Allen VA, 23059. The telephone number at such address is (804) 273-6731.

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.

	ASGA, Inc.
Dated: November 26, 2002	By:
Dated: December 31, 2002	By:
		/s/ LAWRENCE A. CREEGER Lawrence A. Creeger President and Chief Executive Officer
		/s/ LAWRENCE A. CREEGER Lawrence A. Creeger, President and Chief Executive Officer

EXHIBIT INDEX

Exhibit No.		Description
2.1		Asset Purchase Agreement dated November 12, 2002, by and between Portable Modular Hospitality, Inc., a Virginia corporation and ASGA Tour, Inc.
99.1		Letter of Resignation dated November 25, 2002 from Tom Kidd to the Company.

EXHIBIT INDEX

Exhibit No.		Description
3(i).1*		Certificate of Change in Number of Authorized Shares
16.1*		Auditors Disclosure Letter

*: Filed herewith

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Item 4. Changes in Registrant's Certifying Accountant.

Item 5. Other Events.

SIGNATURES
EXHIBIT INDEX

Filing Compare · ELECTRA CAPITAL INC /NV