8-K 1 f8k1104_serviceair.txt FORM 8-K REPORTING ITEM 1.01 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): September 8, 2004 Service Air Group Inc. (Exact Name of Registrant as Specified in its Charter) New Jersey 000-30329 22-3719171 (State of incorporation) (Commission File No.) (IRS Employer Identification No.)

5455 Airport Road South, Richmond, B.C. Canada V7B 1B5 (Address of Principal Executive Offices) Registrant's Telephone Number, including area code: (604) 722-2147 Item 1.01. Entry into a Material Definitive Agreement On September 8, 2004, Service Air Group, Inc. (New Jersey) entered into an Agreement for Exchange of Stock for Assets with Service Air Group Canada, a British Columbia, Canada, private company (SAG), whereby SAG agreed to, SAG Canada and a majority of its Shareholders agreed to sell, assign, transfer and convey, exclusively to Service Air Group, Inc., all of SAG Canada's right, title, and interest, in and to the following assets ("Asset"): 100% of the Projected Net Income of SAG Canada and 100% of the assets listed on its financial statements prepared by "Kanster Johal (Charted Accountants)" dated February 19, 2004. Service Air Group, Inc. agreed to issue pro rata 4,125,000 shares of its restricted common stock to the Shareholders of SAG Canada A conformed copy of the Agreement for Exchange of Stock for Assets is attached to this Report as Exhibit 3.1. Item 2.01. Completion of Acquisition or Disposition of Assets. See Item 1.01, above Item 3.02. Unregistered Sales of Equity Securities. Pursuant to the Agreement for Exchange of Stock for Assets, referred to in Item 1.01, above, on September 8, 2004, the Company issued 4,125,000 shares of its common stock to the shareholders of SAG Canada; all shares were issued in reliance on an exemption from registration under section 4 (2) of the Securities Act of 1933, as amended; the shares are restricted in their transferability under SEC Rule 144. 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: November 5, 2004 SERVICE AIR GROUP, INC. By: /s/ Mohammad Sultan Mohammad Sultan, CFO/Director Exhibit 10.1 - Agreement for Exchange of Stock for Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSIONWashington, 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) May 8, 2002

SEGWAY V CORP. (Exact name of registrant as specified in its charter)

(Commission File Number)

New Jersey	22-3719171
(State or other jurisdiction of incorporation or organization)	(I.R.S. EmployerIdentification No.)

808 Office Park CircleLewisville, Texas 75057 (Address of principal executive offices) (Zip Code) (214) 222-4644 Registrant's telephone number, including area code

4400 Route 9 South, 2nd Floor Freehold, New Jersey 07728 (Former name or former address, if changes since last report)

INFORMATION TO BE INCLUDED IN THE REPORT

ITEM 1. CHANGES IN CONTROL OF REGISTRANT

On October 14, 2002 (the "Effective Date"), pursuant to Stock Purchase Agreements between Michael G. van Hoye; and Johnny D. Combs and Karen G. Combs, his wife acquired all of the shares of Segway V Corp. ("Segway")from the Segway shareholders in consideration for the aggregate sum of $15,000. Pursuant to the agreement Michael G. van Hoye purchased 2,625,000 common shares which represent 50% of Segway's issued and outstanding common shares and Johnny D. Combs and Karen G. Combs, his wife, purchased 2,625,000 common shares which represents 50% of Segway's issued and outstanding common shares.

Pursuant to the terms of the Agreement, Richard I. Anslow resigned as the sole director and sole officer and was appointed to the Board of Directors. In addition, Mr. Anslow resigned as President and Secretary and Johnny D. Combs was appointed as President, Michael G. van Hoye was appointed Vice President and Karen G. Combs was appointed Secretary and Treasurer.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

a. None

b. None

c. Exhibits

Number	Exhibit
10.1	Stock Purchase Agreement between Michael G. van Hoye and Richard I. Anslow *
10.2	Stock Purchase Agreement between Michael G. van Hoye and William Whittle *
10.3	Stock Purchase Agreement between Johnny D. Combs and Richard I. Anslow *
10.4	Stock Purchase Agreement between Johnny D. Combs and William Whittle *

* Filed with Schedule 13D's on October 18, 2002 (SEC File No. 005-59231).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly authorized and caused the undersigned to sign this Report on the Registrant's behalf.

SEGWAY V CORP.

By: /s/ Johnny D. Combs

Dated: October 29, 2002

By: /s/ Michael G. van Hoye

Dated: October 29, 2002

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