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): ~~April~~August 2714, 2009

Skins Inc.

(Exact name of registrant as specified in its charter)

Nevada

(State or jurisdiction of

incorporation or organization)

000-51119

(Commission File Number)

20-4711789

(I.R.S. Employer

Identification No.)

1 Newark Street

Suite 25A

Hoboken New Jersey 07030

(Address of principal executive offices)

(201) 377-5502

(Registrant’s telephone number, including area code)

(Former Name or Former Address, if Changes Since Last Report)

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions):

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))

AsItem ~~used in this report, the terms “we”, “us”, “our”, “our company” refer to Skins, Inc~~1.~~, a~~03. ~~Nevada~~Bankruptcy ~~corporation.~~or Receivership

~~CAUTIONARY~~On August ~~NOTE~~14, ~~REGARDING~~2009 ~~FORWARD~~the Company and its wholly-~~LOOKING~~owned ~~STATEMENTS~~subsidiary, Skins Footwear, Inc. filed a voluntary petition in the Unites States Bankruptcy Court (the “Bankruptcy Court”), District of Delaware, pursuant to Chapter 7 of Title 11 of the United States Code. The Bankruptcy Court has not yet been appointed a trustee. The Bankruptcy Court case numbers are as follows: Skins Inc.: 09-12889, Skins Footwear, Inc.: 09-12888

~~Our~~Skins ~~disclosure~~Inc. and ~~analysis~~Skins inFootwear, ~~this~~Inc. ~~Current~~have ~~Report~~retained onthe ~~Form 8-K contains some~~services ~~forward-looking~~of Christopher ~~statements~~D. ~~Certain~~Loizides, ofAttorney and the ~~matters~~law ~~discussed~~firm ~~concerning~~of ~~our~~Loizides, ~~operations~~P.A., ~~cash~~(1225 ~~flows~~King Street, ~~financial~~Suite ~~position~~800, ~~economic~~Wilmington, DE 19801 Phone: ~~performance~~302-654-0248) ~~and~~to ~~financial~~represent ~~condition,~~them ~~and~~in the ~~effect~~bankruptcy ~~of economic conditions include forward-looking statements~~proceedings.

~~Statements~~In ~~that~~connection ~~are~~with ~~predictive~~the ~~in nature~~filings, ~~that~~Skins ~~depend~~Inc. ~~upon~~and orSkins ~~refer~~Footwear, toInc. ~~future~~have ~~events~~ceased orall ~~conditions~~business oractivity ~~that~~and ~~include~~operations. Both ~~words~~Companies ~~such~~believe asthat ~~“expects,” “anticipates,” “intends,”~~their ~~“plans,”~~assets ~~“believes,”~~will ~~“estimates”~~be ~~and~~insufficient ~~similar~~to ~~expressions~~satisfy ~~are~~the ~~forward-looking statements.~~claims ~~Although~~of wecreditors ~~believe~~and ~~that~~it ~~these statements are based upon reasonable~~is ~~assumptions,~~unlikely ~~including~~that ~~projections~~shareholders of ~~orders,~~each ~~sales,~~company ~~operating~~will ~~margins, earnings,~~be ~~cash~~eligible ~~flow,~~to ~~research~~participate ~~and~~in any ~~development~~distributions ~~costs,~~of ~~working~~the ~~capital,~~assets ~~capital expenditures~~held ~~and~~by ~~other~~the ~~projections~~respective Companies, ~~they~~as ~~are~~a ~~subject~~result ~~to several risks and~~of ~~uncertainties~~the bankruptcy.

~~Investors~~It is ~~are~~expected ~~cautioned~~ that ~~our~~Skins ~~forward-looking~~Inc. ~~statements~~and ~~are~~its ~~not~~wholly-owned ~~guarantees~~subsidiary, ofSkins ~~future~~Footwear, Inc., ~~performance~~will ~~and~~cease ~~the~~to ~~actual~~file ~~results~~reports orunder ~~developments~~the ~~may~~Securities ~~differ~~Exchange ~~materially~~Act ~~from~~of ~~the~~1934. The ~~expectations~~bankruptcy ~~expressed~~trustee inwill be responsible for the liquidation ~~forward-looking~~of ~~statements~~the Companies’ assets.

AsItem ~~for the~~5.02. ~~forward-looking~~Departure ~~statements that relate to future financial results and other projections, actual results will be different due to the inherent uncertainty~~ of ~~estimates,~~ ~~forecasts~~Directors ~~and projections may be better~~ or ~~worse~~Certain ~~than~~Officers; ~~projected. Given~~Election ~~these uncertainties, you should not place any reliance on these forward-looking statements. These forward-looking statements also represent our estimates and assumptions only as~~ of ~~the~~Directors; ~~date~~Appointment ~~that they were made. We expressly disclaim a duty to provide updates to these forward-looking statements, and the estimates and assumptions associated with them, after the date~~ of ~~this~~Certain ~~filing~~Officers; ~~to reflect~~Compensatory ~~events~~Arrangements ~~or changes in circumstances or changes in expectations or the occurrence~~ of ~~anticipated~~Certain ~~events~~Officers. ~~You are advised, however, to consult any additional disclosures we make in our reports on Form 10-K, Form 10-Q, Form 8-K, or their successors.~~

Effective on the days indicated below, simultaneous where indicated with the Bankruptcy filing described in Item 31.~~02 Unregistered~~03, ~~Sales~~the offollowing ~~Equity~~board members and executives have ~~Securities~~tendered their resignations from Skins Inc., and its wholly owned subsidiary Skins Footwear, Inc.:

On April 22, 2009 the Company issued two 8% Convertible Debentures (“the Debentures”) to JED Management Corp. (“JED”) for $70,000 and $104,250, respectively.

Name	Title	Date of Resignation
Michael Rosenthal	Chairman of the Board	August 14, 2009

Mark Klein	Director, President, and Chief Executive Officer	August 14, 2009

Frank Zambrelli	Director	August 14, 2009

Michael Solomon	Chief Financial Officer, Principal Financial and Accounting Officer, and Company Secretary	August 13, 2009

Principal and accrued interest on the Debentures matures on April 22, 2011. The Company may prepay, at its sole discretion, any portion of the principal for 125% of the amount being prepaid plus any portion of the accrued interest. JED, at its sole discretion, may convert the principal plus accrued interest into shares of Common Stock at a price of (35%) of the lowest closing bid price, determined on the then current trading market for the Company’s Common Stock, for 10 trading days prior to conversion. In addition, one of the Debenture’s, in lieu of conversion may be exchanged, including all principal and interest, for debt of $104,250. On April 22, 2009 JED elected to exchange a Debenture for $104,250 of debt.

For a period of six months from April 22, 2009, JED shall be entitled to “piggyback” registration rights on registration statements being filed by the Company except if the registration statements are being filed for the purposes of “Pipe” transactions.

In the case of an Event of Default, as defined, the payment of principal and accrued interest shall be immediately due and payable if JED so elects.

If the Company does not request the issuance of shares underlying the Debentures after receipt of a Notice of Conversion within 4 business days following the period allowed for any objection, Mark Klein, the Company’s Chief Executive Officer, shall in his personal capacity, be responsible for any differential in the value of the converted shares underlying the Debentures between the value of the closing price on the date the shares should have been delivered and the date the shares are delivered.

The transaction closed on April 27, 2009.

In addition, on April 24, 2009 the Company executed two Amendments (the “Amendments”) to the two 8% 185,000 Debentures issued to JED on March 19, 2009 and March 25, 2009, respectively. The Amendments provide that JED, at its sole discretion, may convert the principal plus accrued interest into shares of Common Stock at a price of (35%) of the lowest closing bid price, determined on the then current trading market for the Company’s Common Stock, for 10 trading days prior to conversion. Before the Amendments the conversion rate was 60%.

The Amendments also added to the Debentures that if the Company does not request the issuance of shares underlying the Debentures after receipt of a Notice of Conversion within 4 business days following the period allowed for any objection, Mark Klein, the Company’s Chief Executive Officer, shall, in his personal capacity, be responsible for any differential in the value of the converted shares underlying the Debentures between the value of the closing price on the date the shares should have been delivered and the date the shares are delivered.

As to the Debenture, we claim an exemption from the registration requirements of the Securities Act of 1933, as amended (the “Act”) for the private placement of these securities pursuant to Section 4(2) of the Act and/or Rule 506 of Regulation D promulgated thereunder since, among other things, the transaction does not involve a public offering, the Investor is an “accredited investor” and/or qualified institutional buyer, the Investor has access to information about the Company and its investment, the Investor will take the securities for investment and not resale, and the Company is taking appropriate measures to restrict the transfer of the securities.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

4.1 Forms of Debentures, dated April 22, 2009.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the ~~registrant~~Registrant has duly caused this report to be signed on its behalf by the undersigned ~~thereunto~~hereunto duly authorized.

April 30, 2009

		SKINS INC.

Date: August 14, 2009		/s/ Mark Klein
		Name Mark Klein Title: Chief Executive Officer

Skins Inc. By: /s/ Mark Klein Mark Klein President and Chief Executive Officer (Principal Executive Officer and Principal Financial and Accounting Officer)

Filing Compare · SKINS INC.