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): June 1118, 2007

UNIVERSAL PROPERTY DEVELOPMENT AND ACQUISITION CORPORATION

(Exact Name of Registrant as Specified in Charter)

_____________________________________________________

Nevada	000-25416	20-3014499
(State of Incorporation)	(Commission File No.)	(I.R.S. Employer Identification Number)

(Exact Name of Registrant as Specified in Charter)

Nevada	000-25416	20-3014499
(State of Incorporation)	(Commission File No.)	Identification Number)
		(I.R.S. Employer

14255 U.S. Highway 1, Suite 209

Juno Beach, Florida 33408

_______________________________

(Address of Principal Executive Offices)

(561) 630-2977

________________________________________

(Registrant's Telephone Number, including area code)

~~__________________________________________________~~ Section 1. Registrant’s Business and Operations.

~~(Former~~Item ~~Name~~1.01 orEntry ~~Former~~into ~~Address,~~a ifMaterial ~~Changed~~Definitive ~~Since Last Report)~~Contract

~~Section~~Execution ~~2. Financial Information~~of Promissory Note in Favor of UPDA

~~Item 2.01 Completion of Acquisition or Disposition of Assets.~~Background

On ~~June~~April 1123, 2007 (the “~~Closing~~Effective Date”), ~~Aztec~~Universal ~~Well~~Property ~~Services,~~Development ~~Inc.~~and Acquisition Corporation (“~~Aztec~~we” or the “Registrant”) sold US Petroleum Depot, aInc. ~~Nevada~~and ~~corporation~~Continental ~~and~~Trading aEnterprize, ~~wholly-owned~~Inc., ~~subsidiary~~two of ~~Universal~~its ~~Property~~wholly ~~Development~~owned subsidiaries ~~and~~to ~~Acquisition~~Continental ~~Corporation~~Fuels, ~~(the~~Inc., a publicly held Nevada corporation (“~~Registrant~~CFI”), ~~completed~~pursuant to the ~~acquisition~~terms of ~~certain assets~~a ~~pursuant~~Stock toPurchase ~~the~~Agreement ~~terms~~dated ~~and~~April ~~conditions~~20, of2007 aby ~~Purchase~~ and ~~Sale~~among ~~Agreement~~the ~~dated~~Registrant ~~June~~and ~~11,~~CFI ~~2007~~ (the “~~PSA~~SPA”). byOn ~~and~~the ~~between~~Effective ~~Aztec~~Date, ~~and~~we ~~the~~acquired ~~Registrant~~seventy-seven percent as(77%) of the voting stock of CFI. This transaction will be accounted ~~Buyer~~for as ~~and~~a ~~Glaze~~reverse ~~Drilling~~merger ~~(“Glaze”)~~as CFI became, aand ~~Kansas~~shall ~~sole~~be ~~proprietorship,~~operated as, ~~the~~a ~~Seller.~~majority-owned ~~The~~subsidiary ~~assets~~of sothe ~~purchased~~Registrant. byPursuant ~~Aztec~~to ~~are~~the ~~described~~terms inand ~~more~~conditions ~~detail~~of ~~below,~~the ~~and in~~SPA, on the Effective Date we transferred one-hundred percent (100%) of the capital ~~PSA~~stock ~~which~~(the is“Subsidiary ~~attached~~Shares”) ~~hereto~~of asour anwholly-owned ~~exhibit~~subsidiaries US Petroleum Depot, Inc. ~~The~~and ~~aggregate~~Continental ~~purchase~~Trading ~~price~~Enterprizes, ofInc. (the “Subsidiaries”), to ~~the~~CFI. ~~assets~~The consideration ~~purchased~~received by ~~Aztec~~us ~~pursuant~~from toCFI for the ~~PSA~~Subsidiary ~~was~~Shares consisted of $~~777~~2,500,000~~.00.~~ ~~The~~in ~~purchase~~cash, payable within 30 days of the Effective Date, and 50,000 ~~price~~shares ~~consisted~~ of CFI’s Series A Convertible Preferred Stock valued at $~~311~~5,000,000 (the “Preferred Stock”).00 The Preferred inStock ~~cash~~is ~~and~~currently ~~$466~~convertible into 500,000~~.00~~,000 inshares ~~promissory~~of ~~notes.~~CFI common ~~The~~stock and the Registrant has the right to vote the shares of Preferred Stock ~~promissory~~on an ~~notes~~“as ~~are~~converted” ~~payable~~basis in ~~two~~any ~~equal~~matters ~~installments~~for which the holders of CFI’s common stock are entitled to vote. Based on the ~~dates~~number ~~six~~of ~~months~~shares of CFI common stock ~~and~~currently ~~twelve~~outstanding, ~~months~~as ~~from~~of the ~~Closing~~Effective Date the Registrant controlled seventy-seven percent (77%) of the voting stock of CFI. ~~The~~As ~~promissory~~a ~~notes~~result, dothe transaction ~~not~~described ~~earn~~herein resulted in a change of control of CFI and CFI ~~interest~~became a majority-owned subsidiary of the Registrant.

OnPromissory the Closing Date, under the terms and conditions of the PSA, Aztec (the “Buyer”) purchased and Glazer (the “Seller”) sold all of the rights, title and interest of the Seller in certain equipment, machinery, materials, and supplies used in the drilling, production, gathering, storing, measuring, treating, marketing and transportation of oil and gas wells and/or the production derived therefrom (the “Equipment”). The Equipment includes, but is not limited to, two drilling rigs, pipeline trenching equipment, and well services vehicles. The Equipment is described in greater detail in Exhibit A to the PSA, a copy of which is attached hereto as an exhibit to this report. The aggregate Purchase Price paid by the Buyer to the Seller on the Closing Date for the Equipment was $777,000.00 in cash and promissory notes. Note

InSubsequent ~~addition~~ to ~~contracting~~the ~~with~~closing ~~independent~~of ~~third~~the ~~parties~~SPA ~~for~~transaction, ~~well~~the ~~drilling~~Registrant and ~~maintenance~~ ~~services,~~CFI ~~Aztec~~mutually ~~intends~~ agreed to extend ~~use~~ the ~~Equipment~~due indate ~~connection~~for ~~with~~ the ~~operations~~ payment of the ~~Registrant~~$2,500,000 ~~and~~cash ~~its~~portion ~~subsidiaries~~of ~~by providing well drilling~~the ~~services~~consideration todescribed ~~such~~above. ~~entities~~In inconnection ~~furtherance~~with ofthe ~~their~~agreement ~~development~~to ofextend ~~their~~such ~~respective~~due ~~oil~~date, ~~and~~on ~~gas~~June ~~properties~~18, ~~and~~2007, ~~leases.~~CFI ~~Aztec~~paid ~~intends~~an amount equal to ~~initially contract~~$150,000 ~~with~~in ~~Heartland~~cash ~~Oil~~to the Registrant and ~~Gas~~executed ~~Corp.,~~ a ~~majority~~Promissory ~~owned~~Note, ~~subsidiary~~dated as of June 1, 2007, in the ~~Registrant~~amount of $2,350,000 toin ~~provide~~favor ~~well~~of ~~drilling~~the ~~and~~Registrant ~~maintenance~~(the ~~services~~“Note”). onThe ~~Heartland’s~~Note is due ~~Cherokee~~and ~~Basin~~payable ~~Coal~~on ~~Bed~~demand ~~Methane~~and ~~Field~~has inan ~~the~~annual ~~State~~interest rate of ~~Kansas.~~five ~~Aztec~~percent ~~has obtained~~(5%). aAlthough ~~license~~the toNote ~~undertake~~does ~~drilling~~not ~~operations~~have ina ~~the~~specified ~~State~~maturity ofdate, ~~Kansas~~the ~~and~~Registrant ~~has moved~~and CFI anticipate that the ~~Equipment~~principle ~~onto~~due on the ~~Cherokee~~Note ~~Basin~~shall ~~field~~be paid in its entirety by December 31, 2008.

~~While~~The ~~the Registrant~~foregoing ~~intends~~description ~~for~~of ~~its~~the ~~subsidiaries~~Note tois ~~operate at~~ a ~~net~~summary ~~profit,~~of ~~to date Aztec has a limited operating history and~~terms, ~~therefore,~~is ~~the~~not ~~Registrant~~intended ~~cannot~~to ~~accurately predict what its future results of operation will~~ be~~, how the closing~~ ofcomplete ~~the asset purchase transaction described above~~ and ~~memorialized~~is qualified in ~~the~~its ~~PSA will~~entirety ~~impact~~by the ~~operating~~complete ~~results~~text ~~of Aztec~~thereof, ora ~~how~~copy of ~~the~~which ~~operations~~are ofattached ~~Aztec will impact~~hereto ~~the~~as ~~operating~~Exhibit ~~results~~10.1 ofto ~~the~~this ~~Registrant~~Report.

~~The~~Section ~~foregoing description of the PSA and the transactions contemplated thereby~~9. Financial isStatement ~~a summary of terms, is not intended to be complete~~ and ~~is qualified in its entirety by the complete text of that agreement, a copy of which is attached as Exhibit 10~~Exhibits.1 ~~to this Report.~~

~~Section~~(c) 3Exhibits. ~~Securities and~~ ~~Trading Markets~~

Item 3.02 Unregistered Sales of Equity Securities.

On June 14, 2007, the Registrant completed the issuance of 78,166,666 shares of its common stock to certain of its officers and directors in satisfaction of certain compensation and bonuses owed and payable to the Registrant’s officers pursuant to their employment contracts and as a bonus to such officers and directors for the successful implementation and execution of the Registrant’s business plan and acquisition strategy (the "Stock Issuance"). The Stock Issuance was approved by the Registrant’s board of directors, and the shares so issued were valued on issuance at the closing price of the Registrant’s common stock on the date of issuance.

On June 15, 2007, the Registrant completed the issuance of 50,000,000 shares of its common stock to Mr. Kamal Abdallah, the Registrant’s Chief Executive Officer and a member of its board of directors, in satisfaction of an outstanding debt of $1,000,000.00 owed by the Registrant to Mr. Abdallah. The issuance of the shares of common stock in repayment of the outstanding liability to Mr. Abdallah was approved by the Registrant’s board of directors. Mr. Abdallah did not participate in the board’s deliberations relating to the repayment of this liability.

The shares of common stock issued in the above described transactions are restricted shares and were issued in a transaction exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”) pursuant to Section 4(2) of the Securities Act. The shares so issued are subject to Rule 144 under the Securities Act, and therefore, generally cannot be resold for a period of twelve months from the date of issuance. No general solicitations were made in connection with the above described stock issuances, and prior to making any offer or sale, the Registrant had reasonable grounds to believe and believed that the recipients of the shares were capable of evaluating the merits and risks of the receiving the shares and were able to bear the economic risk of holding the shares.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

The following Exhibits are hereby filed as part of this Current Report on Form 8-K:

Exhibit

Description

10.1 ~~Form~~Promissory Note with Confessed Judgment Provision, dated as of ~~Purchase~~June ~~and~~1, ~~Sale~~2007, ~~Agreement~~by and between ~~Aztec~~Continental ~~Well Services~~Fuels, Inc. and Universal Property Development and Acquisition Corporation, ~~Nevada corporations, hereinafter referred to~~ as ~~Buyer,~~executed ~~and~~on ~~GLAZE~~June ~~Drilling~~18, ~~a Kansas sole proprietorship owned by R~~2007.~~S. (Susie) Glaze, hereinafter referred to as Seller.~~

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, Universal Property Development and Acquisition Corporation has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: June 20, 2007


	UNIVERSAL PROPERTY DEVELOPMENT AND ACQUISITION CORPORATION

	By:	/s/ Kamal Abdallah
		Kamal Abdallah
		President and Principal Executive Officer

3Exhibit Index

EXHIBIT INDEX

The following Exhibits are filed herewith:

Exhibit

Description

Filing Compare · UNIVERSAL PROPERTY DEVELOPMENT & ACQUISITION CORP