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): June 27, 2005 (June 21, 2005)




                                 CYBERADS, INC.
                    ----------------------------------------
             (Exact name of registrant as specified in its charter)



                                     Florida
                        --------------------------------
                 (State or other jurisdiction of incorporation)


           333-62690                                     65-1000634
  -----------------------------             ------------------------------------
    (Commission File Number)                (IRS Employer Identification Number)



               370 Amapola Ave. # 202, Torrance, California 90501
           ----------------------------------------------------------
          (Address of principal executive offices, including zip code)


                                  (561)672-2193
             ------------------------------------------------------
              (Registrant's telephone number, including area code)


                                       N/A
             ------------------------------------------------------
         (Former name or former address, if changed since last report)









SECTION 5 - CORPORATE GOVERNANCE AND MANAGEMENT

         ITEM 5.01   CHANGES IN CONTROL OF REGISTRANT

         Effective June 27, 2005, the Company issued to Walter Tatum 1,000,000
         shares of newly created Series "B" Preferred Stock, which will carry a
         total of 100,000,000 votes. The Series "B" Preferred Stock will vote as
         single class with the holders of the Company's common stock. The
         preferred stock was issued to Mr. Tatum in consideration of $100,000 of
         previously accrued and unpaid salary compensation.


         ITEM 5.02   DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF
                     DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS.

         August A. DeAngelo, II has been appointed to serve as a director of the
         Company. He is the President and Chief Operating Officer of Styles for
         Less, a California-based retail clothing chain with over 80 retail
         locations nationwide. Mr. DeAngelo is a graduate of Chapman University
         with a degree in business management. Mr DeAngelo resides in Villa
         Park, California.

         ITEM 5.03   AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE
                     IN FISCAL YEAR.

         Effective as of June 21, 2005, the Company filed Articles of Amendment
         with the Florida Division of Corporations pursuant to which the Series
         "B" Preferred Stock and its rights, preferences and limitations were
         established. Attached to this report is the Certificate of Designation
         for the Series "B" Preferred Stock.

SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS

         ITEM 9.01   EXHIBITS

                  EXHIBIT NO.           DESCRIPTION
                  -----------           -----------
                     4.0                Certificate of Designation

                                   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.

                                                 Cyberads, Inc.

         Dated: June 27, 2005                    By: /s/ JEFF CRISWELL
                                                     President

EX-4.0

                                                                     Exhibit 4.0

                           CERTIFICATE OF DESIGNATION
                           SERIES "B" PREFERRED STOCK


         The Series "B" Preferred Stock ("Series "B" Stock") shall consist of
1,000,000 shares, par value $0.001 per share. The preferences, rights and
privileges of the Series "B" Stock shall be as follows:

         o        Each holder of Series "B" Stock shall be entitled to vote on
                  all matters for which the shareholders of the corporation have
                  the right to vote and shall be entitled to 100 votes per
                  share. The holders of shares of Series "B" Stock and the
                  holders of Common Stock shall vote together as a single class
                  on all matters.

         o        The Series "B" Stock shall be subject to redemption, in the
                  absolute discretion of the board of directors at any time, in
                  exchange for the issuance of one million (1,000,000) shares of
                  Common Stock with five (5) days' written notice of its
                  intention to exercise its right of redemption.

         o        Dividends shall be declared and set aside for any shares of
                  the Series" B" Stock in the same manner as the Common Stock.

         o        In the event of any liquidation, dissolution or winding up of
                  the corporation, the holders of the Series "B" Stock shall be
                  entitled to be paid out of the assets of the corporation
                  available for distribution to its shareholders in the same
                  manner as, and without preference over, the holders of Common
                  Stock.