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~~September 1327, 2020

FEARLESS FILMS, INC.

(Exact name of registrant as specified in its charter)

Nevada000-31441 33-0921357

(State or other jurisdiction (Commission (IRS Employer

of incorporation) File Number)Identification No.)

467 Edgeley Blvd., Unit 2, Concord, ONT L4K 4E9 Canada

(Address of principal executive offices)

Registrant's telephone number, including area code: (888) 928-0184

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:

[ ]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

When used in this Current Report on Form 8-K, the terms “~~company~~Company”, “Fearless Films,” “FERL”, “we,” “us,” “our” and similar terminology, reference Fearless Films, Inc.

Item 85.0102 ~~Other~~Departure ~~Events~~of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

~~Due~~On toSeptember ~~ongoing~~27, ~~delays~~2020, ~~brought~~our onBoard byof Directors accepted the ~~coronavirus~~resignation ~~COVID-19~~of ~~pandemic~~Dennis dos Santos as a director, wePresident, ~~have~~CEO ~~not~~and ~~filed~~Chairman ~~our~~of ~~Form~~the ~~10-K~~Board. ~~Annual~~Mr. ~~Report~~dos ~~for~~Santos also resigned as the ~~year~~Company’s ~~ended~~Interim ~~December~~Chief 31Financial Officer and Acting Principal Accounting Officer and all positions held in our Canadian subsidiary, ~~2019~~Fearless Films (Canada). WeAdditionally, ~~have~~the ~~notified~~Board accepted the ~~OTCQB,~~resignation ~~where~~of ~~our~~Ann ~~shares~~Gerard ~~are~~as ~~traded~~a ~~under~~Fearless Films director. At the ~~symbol~~time ~~FERL~~of their resignations, ~~that~~there wewere ~~will~~no ~~endeavor~~disagreements tobetween ~~complete~~the Company and ~~file~~Mr. dos Santos or the ~~Annual~~Company ~~Report~~and byMs. ~~May~~Gerard 29on any matter relating to the Company’s operations, ~~2020~~policies or practices. Eugene Gelsomino, an incumbent director, retained his position as a director.

OnAlso ~~March~~on 4September 27, 2020, ~~the~~three ~~U.S.~~new ~~Securities~~directors ~~and~~were ~~Exchange~~appointed ~~Commission~~to (the ~~“SEC”)~~Board ~~issued an order under Section 36 (Release No. 34-88318)~~ of ~~the~~Directors: ~~Securities~~Victor ~~Exchange Act of 1934~~Altomare, asRobert ~~amended~~Davi ~~(“Exchange Act”), granting exemptions from specified provisions of the Exchange Act~~ and ~~certain~~Goran ~~rules~~Kalezic. ~~thereunder~~Mr. OnAltomare ~~March 25, 2020, the order~~ was ~~modified~~appointed ~~and superseded by a new SEC order (Release No. 34-88465), which provides conditional relief~~ to ~~public~~serve ~~companies that are unable to timely comply with their filing obligations~~ as aour ~~result~~new ofPresident ~~the novel coronavirus (“COVID-19”) outbreak (the “SEC Order”). The SEC Order provides that a registrant subject to the reporting requirements of Exchange Act Section 13(a) or 15(d),~~ and ~~any person required to make any filings with respect to such registrant~~CEO, ~~is exempt from any requirement to file or furnish materials with the Commission under Exchange Act Sections 13(a), 13(f), 13(g), 14(a), 14(c), 14(f), 15(d)~~ and ~~Regulations~~Interim ~~13A,~~Chief ~~Regulation~~Financial ~~13D-G~~Officer ~~(except for those provisions mandating the filing of Schedule 13D or amendments to Schedule 13D), 14A, 14C~~ and ~~15D,~~Acting ~~and~~Principal ~~Exchange~~Accounting ~~Act Rules 13f-1, and 14f-1, as applicable, if certain conditions are satisfied~~Officer.

~~COVID-19~~Below ~~continues~~are toresumes impact countries, communities, businesses, and markets, as well as global financial markets. Although management cannot predict at this time whether COVID-19 will have a material impact on our company’s future financial condition and results of ~~operations, we believe that it could have a bearing on our ability to follow through with our business plan for~~ the ~~next~~newly 12appointed ~~months, including our ability to obtain necessary financing~~directors.

~~Our~~Victor ~~ability~~Altomare toco-founded ~~complete~~Fearless ~~and~~Films ~~file~~(Canada) ~~our~~in ~~quarterly~~2010. ~~report~~He ~~for~~is the ~~three~~President/CEO ~~months~~of ~~ended~~this ~~March~~operating ~~31,~~subsidiary. ~~2020~~Mr. ~~has~~Altomare ~~been~~is ~~impacted~~an ~~due~~actor toand ~~government~~producer, ~~imposed~~known ~~restrictions~~for ~~related~~The toGreat Chameleon (2012), Get the ~~COVID-19~~Sucker ~~outbreak~~Back (2015) and ~~other~~Bag ~~factors,~~the ~~including~~Wolf ~~the~~(2000). ~~delay~~Mr. inAltomare ~~filing~~studied acting at Academy of ~~our~~Canadian ~~2019~~Cinema ~~Form~~& ~~10-K.~~Television Inin ~~reliance~~Toronto onbefore ~~the~~studying ~~SEC~~under ~~Order,~~Hollywood wedirector ~~will~~Tom ~~endeavor~~Logan. toMr. ~~file~~Altomare ~~the~~has ~~quarterly~~been ~~report~~involved onin ~~Form~~more ~~10-Q~~than no50 ~~later~~productions, including more than 4510 ~~days~~films ~~from~~whereby ~~the~~he ~~original~~was ~~due~~the ~~date~~production lead.

~~Below~~On isJanuary 6, 2020, we acquired from Mr. Altomare, full interest in the theatrical film The Great Chameleon, a ~~risk~~movie ~~factor~~released ~~regarding~~in ~~COVID-19~~2013 ~~that~~in ~~our~~which ~~shareholders~~Mr. Altomare performed and ~~potential~~also ~~investors~~served inas ~~Fearless~~co-writer ~~Films~~and ~~should~~co-producer. ~~consider~~Because ~~with~~of ~~respect~~the torelated party nature of the ~~impact~~acquisition, it was decided that the final purchase price of the ~~COVID~~film would be determined by an independent third-19party ~~pandemic~~valuation firm and will be binding on ~~our~~both ~~business~~parties. ~~operations~~As of the date hereof, the final terms have not been determined.

Robert Davi is an award-winning actor, screenwriter, director, producer and jazz vocalist with over 140 film and TV credits. From his portrayal of the opera singing baddie in The ~~occurrence~~Goonies and one of the ~~COVID~~most popular James Bond villains, Franz Sanchez in Licence to Kill, to FBI Special Agent Big Johnson in Die Hard or Al Torres in Showgirls, to most recently Leo Marks in The Iceman, Robert Davi is one of the film industry's most recognized tough guys. He has also starred on the small screen in hit shows like Profiler, Stargate Atlantis, Criminal Minds and CSI. He is also a top vocalist in interpreting the Great American Songbook, playing to sold-19out ~~pandemic~~audiences ~~may~~at ~~negatively~~venues ~~affect~~like ~~our~~the ~~business~~Venetian in Las Vegas as a headliner, ~~financial~~the ~~condition~~Harry Chapin Theater in East Meadow, Long Island and ~~results~~the ofOrleans ~~operations~~in Las Vegas. His debut album, Davi Sings Sinatra - On the Road to Romance, produced by Phil Ramone rose to number six for several weeks on Billboard's Jazz Charts.

We are in the early stages of developing our business plan of building a revenue-producing film service business and becoming an independent producer of television and movie content. Because our business is customer-driven, our revenue requirements will be reviewed and adjusted based on future revenues. Expenses associated with operating as a public company are included in management’s budget. The occurrence of an uncontrollable event such as the COVID-19 pandemic is likely to negatively affect our operations. A pandemic such as COVID-19 can result in social 2

~~distancing,~~Goran ~~travel~~Kalezic ~~bans~~was ~~and~~a ~~quarantines,~~co-founder ~~which~~of ~~can~~Fearless ~~lead~~Films to(Canada) ~~limited~~and ~~access~~is toa ~~customers,~~writer ~~management~~and director, ~~support~~known ~~staff,~~for ~~consultants~~The ~~and~~Great ~~professional~~Chameleon ~~advisors.~~(2012) ~~These,~~– recognized inas ~~turn,~~a ~~will~~revolutionary ~~not~~comedy ~~only~~on ~~impact~~major ~~our~~digital ~~operations~~platforms, ~~financial~~The ~~condition~~Bartender ~~and~~(2005) ~~demand~~– voted ~~for~~audience ~~our~~favourite ~~services~~at ~~and products~~Indyfest, ~~but~~Bag ~~our~~the ~~overall~~Wolf ~~ability~~(2000) to– played ~~react~~nationwide ~~timely~~on toprimetime ~~mitigate~~networks, ~~the~~and ~~impact~~Only ofMinutes ~~the~~(1998) ~~event.~~– Finalist Itat ~~may~~the ~~also~~Hollywood ~~substantially~~Film ~~hamper~~Festival. ~~our~~He ~~efforts~~is toalso ~~provide~~the ~~investors~~author ~~with~~of ~~timely~~Dostoevsky's ~~information~~Anarchists: ~~and~~A ~~our~~Screenplay ~~ability~~Adaptation toof ~~comply~~Dostoevsky's ~~with~~Demons ~~filing obligations with the SEC~~(2018).

~~Cautionary~~Previously, ~~Note~~Mr. ~~About~~Kalezic ~~Forward-looking~~was ~~Statements~~a party to the following transactions with Fearless Films:

~~Statements~~(a)The ~~contained~~Company inissued ~~this current report which are not historical facts~~200,000 ~~may~~shares beof ~~considered~~common ~~"forward-looking~~stock ~~statements,"~~to ~~which~~Goran ~~term~~Kalezic isper ~~defined by~~ the ~~Private~~Film ~~Securities~~Acquisition ~~Litigation~~Agreement, ~~Reform~~executed ~~Act~~June ~~of 1995. Any “safe harbor under this Act does not apply to a “penny stock” issuer~~15, ~~which~~2020 ~~definition~~between ~~would~~Goran ~~include~~Kalezic ~~the company. Forward-looking statements are based on current expectations~~ and the ~~current economic environment~~Company. We ~~caution~~All ~~readers~~rights ~~that such forward-looking statements are not guarantees of future performance. Unknown risks~~ and ~~uncertainties~~interests asin ~~well~~the asfilm ~~other~~Only ~~uncontrollable~~Minutes orwere ~~unknown~~acquired ~~factors~~by ~~could cause actual results to materially differ from~~ the ~~results,~~Company. ~~performance~~The orissuance ~~expectations~~price ~~expressed~~was or$0.12 ~~implied~~per bycommon ~~such forward-looking statements~~share.

~~SIGNATURES~~(b) The Company issued 200,000 shares of common stock to Goran Kalezic per the Film Acquisition Agreement, executed July 27, 2020 between Goran Kalezic and the Company. All rights and interests to the film In the Lair were acquired by the Company. The issuance price was $0.09 per common share.

~~Pursuant~~(c)The toCompany ~~the~~issued ~~requirements~~300,000 shares of common stock to Goran Kalezic per the ~~Securities~~Script ~~Exchange~~Acquisition ~~Act~~Agreement, ofexecuted ~~1934~~August 23, ~~the~~2020 ~~registrant~~between ~~has~~Goran ~~duly~~Kalezic ~~caused~~and ~~this~~the ~~report~~Company. All rights and interests to bethe ~~signed~~script onDead ~~its~~Bounty ~~behalf~~were acquired by the ~~undersigned~~Company. ~~hereunto~~The ~~duly~~issuance ~~authorized~~price was $0.08 per common share.

Following his resignation from the Board of Directors, Mr. dos Santos has entered into an Administration Agreement with the Company. Through a private company, Mr. dos Santos will manage and oversee administrative related functions in connection with Fearless Films,’ ~~Inc~~general operations.

~~Date: May~~Cautionary ~~13,~~Note ~~2020By:~~About ~~/s/~~Forward-looking ~~DENNIS DOS SANTOS~~ Statements

~~Dennis~~Statements ~~dos~~contained ~~Santos~~ in this current report which are not historical facts, may be considered “forward-looking statements,” which term is defined by the Private Securities Litigation Reform Act of 1995. Any “safe harbor” under this Act does not apply to a “penny stock” issuer, which definition would include the company. Forward-looking statements are based on current expectations and the current economic environment. We caution readers that such forward-looking statements are not guarantees of future performance. Unknown risks and uncertainties as well as other uncontrollable or unknown factors could cause actual results to materially differ from the results, performance or expectations expressed or implied by such forward-looking statements.

~~Chief~~Section ~~Executive~~9 ~~Officer~~– Financial Statements and Exhibits

Item 9.01Financial Statements and Exhibits.

(d)Exhibits

Exhibit No.Description

99.1Press Release dated October 1, 2020

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.

		Fearless Films, Inc.



Date: October 1, 2020	By:	S/ Victor Altomare
		Victor Altomare
		President

Filing Compare · FEARLESS FILMS, INC.