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): ~~May~~June 2313, 2007

River Hawk Aviation, Inc.

(Exact name of Registrant as specified in charter)

Nevada	0-30440	22-3537927
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification)

954 Business Park Drive, Traverse City, MI	49686
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (231) 946-4343

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):

[___] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[___] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[___] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[___] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

FORM 8-K

Section 1 5 - ~~Registrant’s~~Corporate ~~Business~~Governance and ~~Operations~~Management

Item 15.0102 ~~Entry~~Departure ~~into~~of aDirectors ~~Material~~or ~~Definitive~~Principal ~~Agreement~~Officers; Election of Directors; Appointment of Principal Officers.

On ~~May~~June 2314, 2007, River Hawk Aviation, Inc. (the “Company”) ~~entered~~appointed ~~into~~Shawn anTaylor ~~agreement~~to ~~(the~~its ~~“Agreement”)~~Board toof ~~merge~~Directors (the ~~commonly-owned Profile Aviation Center, Inc~~“Board”).~~, and Profile Services, Inc~~ Mr. ~~(collectively,~~Taylor ~~“Profile~~is ~~Aviation~~currently ~~Services”) into~~ the ~~Company~~Director inof ~~exchange~~Operations ~~for~~and anChief 8%Pilot ~~convertible~~for ~~note~~Sabco ~~(the~~Racing/Sierramike ~~“Note”)~~Aviation, ~~1,500,000 shares of~~ ~~common~~where ~~stock~~his ofresponsibilities ~~River~~include ~~Hawk~~aircraft ~~(“Merger Common Stock”)~~ and ~~One~~crew ~~Million~~scheduling, ~~Five Hundred~~maintenance ~~Thousand~~scheduling ~~Dollars~~and ~~($1~~coordination,~~500,000.00)~~ inaircraft ~~cash~~refurbishment toscheduling ~~Profile~~and ~~Aviation Services (the~~progress ~~“Cash~~ ~~Consideration”).~~monitoring, ~~Upon~~scheduling ~~the~~and ~~closing~~monitoring ofpre-purchase ~~the agreement~~inspections, ~~which is scheduled to occur~~preparation ~~as soon as practicable but not later than September 30, 2007 (the “Closing”),~~and ~~Profile~~execution ~~Aviation~~of ~~Center,~~operating ~~Inc.~~budgets, and ~~Profile~~maintaining ~~Services,~~the ~~Inc.~~general ~~will~~operation ~~exist as~~of ~~wholly-owned subsidiaries of the Company~~facilities.

~~The~~Mr. ~~Note bears~~Taylor anbegan ~~annual~~his ~~interest~~aviation ~~rate~~career ofin 8%1980, ~~and~~earning ishis ~~payable~~fixed inand ~~three~~rotary ~~(3) installments,~~wing ~~including~~ratings aduring his first ~~installment~~one ofand ~~One~~a ~~Million~~half ~~Dollars ($1,000,000~~years.~~00)~~ ~~payable one year~~In ~~following the execution of the Agreement~~1984, aMr. ~~second~~Taylor ~~installment~~began ~~of One~~working ~~Million~~with ~~Dollars~~the ~~($1,000,000.00)~~NASCAR ~~payable~~team ~~two~~of ~~years~~Rick ~~following~~Hendrick ~~the execution of the Agreement,~~ and ahis ~~third~~First ~~installment~~Team ofAll ~~Five Hundred Thousand Dollars~~Star ~~($500,000~~Racing.~~00)~~ In ~~payable~~1990, ~~three years following the execution of the Agreement~~Mr. ~~The Note~~ isTaylor ~~convertible~~joined ~~into~~fellow ~~common~~NASCAR ~~stock~~owner ofFelix ~~the Company at Profile Aviation~~Sabates, ~~Service’s option at~~ a ~~conversion~~minority ~~price~~owner ~~equal~~in toChip ~~the~~Ganassi ~~ten~~Racing, ~~(10)~~which ~~day~~is ~~trailing average~~currently ofactive ~~the~~in ~~bid and ask price as quoted on~~ the ~~Over the Counter Bulletin~~NASCAR ~~Board~~Racing ~~(OTCBB) or substantially similar quotation system or exchange, at the time of conversion~~Program.

~~The~~In ~~amount~~addition ofto ~~Merger~~pilot ~~Common~~services, ~~Stock~~for isthe ~~subject~~past to17 ~~increase~~years Mr. Taylor has managed flight department operations, ~~depending~~fleet ~~upon~~acquisition and resale, and marketing for the Sabates ~~price~~& Ganassi Racing teams. During this time, Mr. ~~per~~Taylor ~~share~~has had direct oversight of ~~common~~Federal ~~stock~~Aviation asRegulations ~~quoted~~(FARs) onPart 91 and ~~the~~Part ~~OTCBB,~~125 orLODA ~~substantially~~(“letters ~~similar~~of deviation authority”) operations to include all ~~quotation~~facets ~~system~~of orfundamental ~~exchange~~department operation acquisition and resale, atand marketing, ~~the~~while ~~time~~acquiring of14 ~~conversion.~~type ratings and experience in 6 helicopter types.

~~Delivery~~The ofBoard does ~~the~~not ~~Cash~~expect ~~Consideration~~to isname aMr. ~~condition~~Taylor to any committee of the ~~Closing~~Board at this time. To ~~The~~the ~~Closing~~extent isthat ~~also~~any information called for in Item 404(a) of Regulation ~~subject~~S-B is required pursuant to ~~customary~~this ~~conditions~~appointment, such information is currently unavailable and ~~warranties~~will be provided in an amendment to this Form 8-K within four days from when this information becomes available.

~~Based~~On inJune ~~Hickory~~13, ~~North Carolina~~2007, ~~Profile~~James ~~Aviation~~Paquette ~~Services~~formally isconfirmed ahis ~~full~~resignation ~~service,~~from ~~fixed~~the ~~base operation~~Board. The ~~(FBO)~~resignation ~~including~~was ~~two~~effective ~~corporations,~~as ~~Profile~~of ~~Aviation~~9:00 ~~Center, Inc~~a.~~, and Profile Services, Inc~~m., ~~that~~PST ~~provides charter aviation services, aircraft~~on ~~rentals~~April ~~and~~1, ~~leasing~~2007. Mr. InPaquette ~~addition,~~resigned ~~Profile~~from ~~Aviation~~the ~~Services~~Board ~~provides~~in ~~flight school~~order ~~training and aviation equipment repair, maintenance and modification~~to ~~services.~~pursue ~~The~~business ~~majority~~opportunities ~~shareholder~~independent ~~and~~of ~~President~~the business of ~~Profile~~the ~~Aviation~~Company ~~Services,~~for ~~Carroll~~reasons ~~Smith,~~which ~~was~~do ~~appointed~~not toarise ~~the~~from ~~board~~any ofdisagreement ~~directors~~on ofany ~~the~~matter ~~Company~~relating ~~on April~~to 2,the Company’s ~~2007~~operations, aspolicies ~~disclosed~~or inpractices, anor ~~Form~~regarding ~~8-K~~the ~~filed~~general bydirection of the Company ~~on April 3, 2007~~.

Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits

(~~a) Financial statements. The financial statements of River Hawk Aviation, Inc., for the period preceding the consummation of the Asset Purchase Agreement shall be filed in pursuant to Rule 3-05(~~b) ~~of Regulation S-X within 71 days following this Form 8-K~~ Exhibits.

~~(b)~~ On June ~~Pro forma financial information. Pro forma financial information~~14, ~~as required under pursuant to Rule 11 of Regulation S-X~~2007, ~~shall~~the beCompany ~~filed~~issued ~~within~~the 71press ~~days~~release ~~following~~attached ~~this~~hereto ~~Form~~as ~~8-K~~Exhibit 99.7.

EXHIBIT NUMBER	DESCRIPTION	LOCATION
99.7	Press Release issued June 14, 2007	Filed herewith

(d) Exhibits.

EXHIBIT NUMBER	DESCRIPTION	LOCATION
10.10	Agreement and Plan of Merger	Filed herewith

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.

RIVER HAWK AVIATION, INC.

(Company)

/s/~~_Calvin~~ ~~Humphrey~~ Calvin Humphrey______________

By: Calvin Humphrey

Its: President, CEO

Date: ~~May 24~~June 18, 2007

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