8-K

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):    February 24, 2014

EMAV HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

_____________________________________________

DELAWARE	000-53492	26-3167800
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

1900 Main Street, Suite 300

Irvine, California 92614

(Address of Principal Executive Offices)

(949) 851-5996

(Registrant's telephone number including area code)

(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 (17CFR 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 1.01                      ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

On 24 February 2014 Electric Motors and Vehicles Company (“EMAV”), the wholly-owned subsidiary of EMAV Holdings, Inc. (“Holdings”), entered into a Consultant Financial Agreement (the “Consultant Agreement”) with Commercial Capital Plus (“Commercial Capital”). The Consultant Agreement provides that, among other things, Commercial Capital shall serve as the Company’s non-exclusive provider of advisory services for purposes of obtaining grant funding from the United States federal government. As part of those services Commercial Capital shall provide an introduction to a lobbyist with which it works for purposes of advancing EMAV’s grant funding applications. For these services EMAV shall pay Commercial Capital contingent compensation based upon the following: (i) ten percent (10%) of all grant funding received by EMAV, payable upon receipt of each grant; and, (ii) four percent (4%) of all amounts received from US government contracts procured through the efforts of Commercial Capital. There is no other relationship between Holdings and EMAV with Commercial Capital or their respective directors, officers, and controlling stockholders.

The foregoing descriptions of the Consultant Agreement do not purport to be complete and are qualified in their entirety by the terms and conditions of the Consultant Agreement. A copy of the form of the Consultant Agreement is attached hereto as Exhibit 10.1 and is incorporated herein by reference.

On 25 February 2014 EMAV entered into an agreement (the “Burkman Agreement”) with J.M. Burkman & Associates LLC (“Burkman”). Burkman is a federally registered lobbyist referred to EMAV by Commercial Capital as part of its obligations under the Consultant Agreement. The Burkman Agreement provides that, among other things, for a two-year term Burkman shall serve as the exclusive lobbyist for EMAV for the purpose of generating both federal funding and federal business. For these services EMAV shall pay Burkman the sum of $60,000, payable in installments over a period of no less than 17-days from the execution of the Burkman Agreement. Burkman will also be paid additional contingent compensation by Commercial Capital from amounts paid under the Consultant Agreement; however, no additional compensation will be paid by EMAV directly to Burkman under the Burkman Agreement. There is no other relationship between Holdings and EMAV with Burkman or their respective directors, officers, and controlling stockholders.

The foregoing descriptions of the Burkman Agreement do not purport to be complete and are qualified in their entirety by the terms and conditions of the Burkman Agreement. A copy of the form of the Burkman Agreement is attached hereto as Exhibit 10.2 and is incorporated herein by reference.

ITEM 9.01                      FINANCIAL STATEMENTS AND EXHIBITS

The following exhibits are furnished with this report:

Exhibit No.	Exhibit Description
10.1	Consultant Agreement
10.2	Burkman Agreement

SIGNATURE

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: 28 February 2014	EMAV HOLDINGS, INC.
	By: /s/ Keith A. Rosenbaum
	KEITH A. ROSENBAUM,
	Chief Executive Officer

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EX-10.1

Exhibit 10.1

CONSULTANT FINANCIAL AGREEMENT

Page 1 of 4 Initial_________

This is a non-exclusive Consultant Financial Agreement is made and entered into this 20 day of February, 2014, by and between Electric Motors and Vehicles Company whoseaddress is 1900 Main Street, #300, Irvine, California 92614 (the “Issuer”), and Commercial Capital Plus whose address is 920 Hampshire Road Suite # A4, Westlake Village, CA 91361 (the “Consultant”), hereinafter collectively referred to as the “Parties.”

1. THE AGREEMENT

1.1 Issuer is to be part of any US Federal Grants to which the Issuer is a beneficiary and which the “Consultant” materially advanced the development of and is to be considered the objective of this Agreement and defined as the (the “Transaction”). The Transaction shall be on terms and conditions satisfactory to “Issuer”. As a result of the introduction made through a Lobbyist.

Should “Issuer”, at its sole discretion, close on any introduced transactions under this Agreement, that in itself shall serve as proof that the Transaction met the terms and conditions that were satisfactory to “Issuer”.

1.2 It is acknowledged by “Issuer” that, as of the date of this Agreement: “Consultant” has acted solely as a “Consultant” and not in any other capacity. “Consultant” has not advised “Issuer” in any manner regarding the merits of this or any other financing arrangement; “Issuer” has consulted its own counsel on all aspects of this Transaction and has done its own due diligence to its satisfactions; “Consultant” has not made any representations to “Issuer” to induce it into this Agreement.

1.3 “Issuer” shall have no obligation whatever to “Consultant” except as provided herein. Issuer” shall be under no obligation to pay “Consultant” where the introduced source has offered to purchase all or part of the Transaction unless such offer is accepted by “Issuer” in writing. For purposes of this Agreement, the total amount due “Consultant” and actually received by “Issuer” shall be due and payable on the date of the closing. “Issuer” shall be under no obligation to consummate any such Transaction, except upon such terms as shall be acceptable to “Issuer” in its sole discretion.

CONSULTANT FINANCIAL AGREEMENT

Page 2 of 4 Initial__________

1.4 The undersigned parties hereby irrevocably agree, as relates to Grants approved and accepted by “Issuer” in writing, not to circumvent, avoid, bypass or obviate each other, directly or indirectly, to avoid payment of fees or commissions in any transaction with any Lobbyist.

The “Consultant” and “Issuer” mutually agree and covenants that it will not directly, or indirectly, or in conjunction with any other person, company, partnership or corporation, apply to the Lobbyist that has (have) been approved by “Issuer” in writing to whom “Consultant” has submitted a Grant application, except through “Consultant”, for a period of 24 months, otherwise the Issuer actually shall be liable to “Consultant” for the Fee described in [2.2-2.3] of this agreement.

2. THE FEE

2.1 The fee for successful introductions by “Consultant” to “Issuer” in the event of a U.S. Federal Grant, is to be paid by “Issuer” pursuant to this Agreement in the sum distributed and computed as follows:

The cash fee due from “Issuer” shall be payable to “Consultant” through closing escrow and actual receipt of funds by “Issuer” for the successful introduction for any US Federal Grants.

The term “successful introduction” is defined as any lobbyist that “Consultant” introduced to “Issuer”, and which “Issuer” has accepted in writing, where “Issuer “ receives capital in the form of US Federal Grants. The escrow agent or “Issuer” shall release the fee to “Consultant” via wire transfer within five (5) business days as the balance of Grant funds is released to “Issuer”.

2.2 A fee based on the capital procured by US Federal Grants of the following (non-dilutive to equity, no debt, no repayment obligation);

$15-50M Ten (10) points of funds actually received by Issuer at closing.

2.3 -- A fee based on the following scale based on awards for US Government Contracts or Commercial Contracts procured that result in sales.

-$1+ USD: 4%

3. OTHER

3.1 Any arrangements made by “Issuer” with any broker or other people with whom “Issuer” is or may be involved are the total responsibility of “Issuer”. Any arrangements made by “Consultant” with any broker or other people with whom “Consultant” is or may be involved are the total responsibility of “Consultant”.

CONSULTANT FINANCIAL AGREEMENT

Page 3 of 4 Initial__________

Upon payment made by “Issuer” to “Consultant” of “Consultant” fee, “Consultant” will hold Issuer free and harmless from any and all claims, liabilities, commissions, fees or expenses in connection with the transaction from any party who alleges a relationship with or through “Consultant” and the Investors.

3.2 This Agreement contains the entire agreement between “Consultant” and “Issuer” concerning the introduction of the Lobbyist to “Issuer” and correctly set forth the rights and duties of each of the parties to each other on this matter, and if any other agreement concerning the subject matter herein is entered into subsequent to the date of this Agreement; it is likewise null and void unless otherwise agreed to by the “Issuer” and the “Consultant” in writing. Any agreement or representation concerning the subject matter of this Agreement or the duties of “Consultant” to” Issuer” in relation thereto, not set forth in this Agreement, is null and void.

3.3 This Agreement shall be governed by the laws of the State of California. Any dispute, action or claim under this Agreement shall be resolved, to the exclusion of all other forums, by the American Arbitration Association Los Angeles, State of California for the first 12 months of this agreement, and the arbitration location will move to a neutral 3rd party site in month thirteen and thereafter to be arbitrated by American Arbitration Association.

3.4 “Issuer’s” disclosure and obligation to make true statement of facts to “Consultant” and Lobbyist are set forth in Lobbyist applications. “Issuer” shall provide “Consultant” and Lobbyist all material facts relative to this application. “Issuer” agrees to save and hold “Consultant” harmless from all claims, disputes, litigations and/or judgment arising from substantively incorrect information supplied by “Issuer” or from any material fact known by “Issuer” which “Issuer” fails to disclose. Finder agrees to save and hold Issuer harmless against any/all incorrect representations made by Finder

3.5 “Issuer” warrants that he or she has the authority to execute this Agreement. The “Issuer” and “Consultant” further intend that this Agreement constitutes the complete and exclusive statement of its terms, and that no extrinsic evidence whatsoever may be introduced in any judicial or arbitration proceeding, if any, involving this Agreement.

3.6 “Consultant” is not registered with the SEC as a broker/dealer or investment advisor and as a consequence, “Consultant” will not provide any investment services that require registration as a broker/dealer or investment advisor. “Consultant” shall act as an introducing party only. “Consultant” will not advise any person or entity on the merits of lending money to, purchasing an equity interest or purchasing assets from the “Issuer”. “Consultant” will not advise the Issuer with regard to terms and conditions of transaction with any person of entity introduced by Finder to the Issuer.

3.7 Manually signed agreements may be scanned or otherwise transferred into an electronic form and such electronic copies of those manually signed Agreements shall be considered original, binding and enforceable documents.

CONSULTANT FINANCIAL AGREEMENT

Page 4 of 4 Initial__________

4. NON-DISCLOSURE

“Consultant” acknowledges and agrees not to disclose or otherwise reveal to any third party any information it may receive by any manner by Issuer other than the appropriation of funds.

IN WITNESS WHEREOF, the within Agreement has been executed by a duly authorized officer and representative of each party who has signed it after all due corporate authority has been granted to each signatory on the date indicated below and shall be binding upon and inure to the benefit of each party’s respective successor and assign.

(Commercial Capital Plus) (“Consultant”)

Sign: /s/ Joshua Mosshart

Joshua Mosshart Co-Chairman

Date: 24 February 2014

(Electric Motors and Vehicles Company) (“Issuer”)

Sign: /s/ Keith A. Rosenbaum

Keith A. Rosenbaum CEO

Date: 24 February 2014

EX-10.2

Exhibit 10.2

February 21, 2014

1.J.M. Burkman & Associates LLC and Electric Motors and Vehicles Company hereby agree to a two-year exclusive consulting arrangement for the purpose of generating both federal funding and federal business. Specifically, Burkman LLC shall seek the following:

-----           DOE funding

-----           Congressional funding

-----           DOD energy contracting

2.J.M. Burkman & Associates LLC is a federally registered lobbyist headquartered in Arlington, VA. Seewww.jackburkman.us. Burkman LLC has been ranked also top ten nationally in lobbying by Congressional Quarterly. (Jan. 2012)

3.J.M. Burkman & Associates LLC (hereafter Burkman LLC) shall commence work in this regard on Monday, February 24, 2014.

4.Electric Motors and Vehicles Company shall agree to participate in 2-4 conference calls to be scheduled in February 2014.

5.Burkman LLC shall mobilize between four and six Members of Congress for purposes of supporting our funding objectives both in Congress and at DOE.

6.These Members of Congress shall form the "custom team" that shall be deployed in support of the DOE grant and for all matters Capitol Hill

7.Burkman LLC shall of course abide by all laws state and federal in the course of performing its duties for your company.

8.The fee for this representation shall be $60,000, payable as follows:

a.      $15,000 payable upon execution of this Agreement;

b.      $15,000 payable on or before 10-days following execution of this Agreement; and

c.      The remaining $30,000 payable upon the latter of (i) 7-days from the second payment; or, (ii) submission of the first grant under this Agreement.

1530 Key Boulevard, Suite 1222, Arlington, VA 22209  •jackburkman2016@gmail.com  •www.jackburkman@us

9.STRATEGY. Burkman LLC shall distribute a one-pager to 20 Members of Congress. From this group, a smaller group of 4-5 shall be selected.

10.Burkman LLC shall update Electric Motors and Vehicles Company weekly or more frequently on all progress.

11.Burkman LLC shall be available on two-hour notice to update Electric Motors and Vehicles Company also upon request.

12.Burkman LLC shall provide Electric Motors and Vehicles Company with at least two days' notice of any conference call with Washington officials.

13.Burkman LLC shall create within three days of commencement a one-pager to be distributed to Members of Congress.

14.Burkman LLC shall handle all contact, calls, meetings, follow-up and paperwork with both Congress and any agency or cabinet department.

IF THE FOREGOING IS TRUE AND CORRECT, kindly sign and date below and return with the initial payment of $15,000 made payable to:

J.M. Burkman & Associates LLC 1530 Key Blvd.

Suite #1222

Arlington, VA 22209

/s/ Jack Burkman                                                       DATED: 25 February 2014

J. Burkman

ELECTRIC MOTORS AND VEHICLES COMPANY

BY: Keith A. Rosenbaum                                                      DATED: 24 February 2014

K. A. Rosenbaum, CEO

1530 Key Boulevard, Suite 1222, Arlington, VA 22209 •jackburkman2016@gmail.com •www.jackburkman@us