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) February 2, 2006 Franchise Capital Corporation (Exact name of Registrant as specified in charter) Nevada 333-72392 98-0353403 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification) 8566 E. Via De Ventura Suite G217 Scottsdale, AZ 85258 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (480) 355-8142 ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS; On January 30, 2006 the Board of Directors accepted the resignation of Gordon Sales. The Company is currently seeking a replacement. ITEM 8.01 OTHER EVENTS The Board of Directors has agreed to amend the funding agreement between the Company and Creative Eateries Corporation. The Amendment eliminates the 5 day grace period and incorporates a 10% penalty on all amounts not paid after the payment's due date. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS Exhibit No. 10: Amendment. SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned here unto duly authorized. Date: February 2, 2006 Franchise Capital Corporation By: /s/Edward C. Heisler ----------------------------------- Edward C. Heisler, Chairman & CEO