Mortgage Assistance Center Corp – ‘8-K’ for 4/30/08

On:  Tuesday, 5/6/08, at 12:36pm ET   ·   For:  4/30/08   ·   Accession #:  1010549-8-334   ·   File #:  0-21627

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Current Report   —   Form 8-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                         2     10K 
 2: EX-99.1     Miscellaneous Exhibit                                  2      9K 

8-K   —   Current Report
Document Table of Contents

8-K
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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 30, 2008

Mortgage Assistance Center Corporation
--------------------------------------
(Exact name of registrant as specified in its charter)

     Florida                      000-21627                   06-1413994
-----------------------------      ----------------          -------------------
(State or other jurisdiction       (Commission File             (IRS Employer   
      incorporation)                   Number)               Identification No.)

3141 Mockingbird Lane, Suite 1200W
 Dallas, Texas 75047
 (Address of principal executive offices including Zip Code)

(214) 670-0005
--------------
(Registrant's telephone number, including area code)

 N/A
 ---
 (Former Name or Former Address, if Changed Since Last Report)

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))                                    

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Item 5.02.     Departure  of  Directors  or  Principal  Officers;   Election  of
               Directors;   Appointment  of  Principal  Officers;   Compensatory
Arrangements of Certain Officers.                 

         Effective April 30, 2008, Mr. Dan Barnett has resigned as a director of
the Company.  Mr.  Barnett  provided  the Company  with a letter of  resignation
specifying  several  disagreements  with respect certain actions of our Board of
Directors and with respect to the direction in which our senior  management  has
taken the Company with respect to our operations, policies and practices. A copy
of Mr. Barnett' resignation letter is attached to this Report.                  

         Prior to receiving Mr. Barnett's letter, neither the Board of Directors
nor  our  senior  management  was  made  aware  of Mr.  Barnett's  disagreements
addressed  in  his   resignation   letter.   Mr.  Barnett  either  attended  and
participated  in board  meetings  and voted  for,  or signed  unanimous  written
consents in favor of each of the actions  described in his  resignation  letter,
other than with respect to the recent  appointment  of Mr. Downey as a member of
our board,  which was authorized and approved by two of the three members of our
Board of Directors.                                                             

         Pursuant to Item 5.02(a)(3)(i) we have provided Mr. Barnett with a copy
of this Report and requested that he provide the Company with a written response
regarding  whether  he agrees or does not agree  with the  statements  the above
statements, and if not, stating in what respects he does not agree. Any response
letter we receive  from Mr.  Barnett will be filed by us as an amendment to this
Report.                                                                         

Item 9.01      Financial Statements and Exhibits                                

(d)      Exhibits                                                               

99.1     Resignation Letter dated April 30, 2008.                               

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.                                           

                         MORTGAGE ASSISTANCE
                        CENTER CORPORATION

Date: May 6, 2008                                                               
                      /s/  Ron Johnson
                      ----------------
                 Ron Johnson
                                           President and Chief Executive Officer

Dates Referenced Herein

				Referenced-On Page
This ‘8-K’ Filing		Date		First		Last			Other Filings
Filed on:		5/6/08		2					None on these Dates
For Period End:		4/30/08		1		2
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