UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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): October 27, 2004


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


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


             000-27777                             91-1923501
            -----------                           ------------
      (Commission File Number)         (I.R.S. Employer Identification No.)


           14622 VENTURA BOULEVARD, SUITE 1015, SHERMAN OAKS, CA 91403
                     ---------------------------------------
          (Address of principal executive offices, including zip code)


                                 (818) 426-8737
                               ------------------
              (Registrant's telephone number, including area code)

                                 NOT APPLICABLE
          (Former Name or Former Address, if changed since Last Report)



Check the appropriate box below if the Form 8-K 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

__  Soliciting material pursuant to Rule 14a-12 under the Exchange Act

__  Pre-commencement  communications  pursuant  to  Rule  14d-2(b)  under  the
    Exchange Act

__  Pre-commencement  communications  pursuant  to  Rule  13e-4(c)  under  the
    Exchange Act

ITEM 3.03.    MATERIAL MODIFICATION TO RIGHTS OF SECURITY HOLDERS

On October 27, 2004, Innovation Holdings, Inc. (the "Company") announced that it
is completing a 1-for-6,000 reverse stock split that was approved by the Board
of Directors on October 11, 2004 for shareholders of record as of that date. A
copy of the resolution of the Board of Directors is attached as Exhibit 99.1.
Innovation Holdings' new symbol post-split is IVHL and new CUSIP number is
457697 30 8.

The Company issued a press release titled "Innovation Holdings Announces Reverse
Stock Split." A copy is attached as Exhibit 99.2.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

Exhibits
 
      (99.1) Resolution of the Board of Directors authorizing a one for six
             thousand reverse split of all issued and outstanding shares.

      (99.2) Press Release on October 27, 2004 titled "Innovation Holdings
             Announces Reverse Stock Split."

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.
                                         Innovation Holdings, Inc.
                                         (Registrant)

                                         By: /s/  Robert Blagman
Dated:  November 1, 2004                 _______________________________________
                                         Robert Blagman, Chief Executive Officer