American Security Resources Corp. (ARSC)

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8K SECTION 5 - CORPORATE GOVERNANCE AND MANAGEMENT


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

Inventor, entrepreneur and senior Intel executive, Edward L. Davis, was elected to the Board of Directors of American Security Resources Corporation for a one year term at the Board meeting which followed the Company's shareholders meeting on Monday, November 21, 2005.

Also, at the Board meeting the Company's CFO, Frank Neukomm, was elected Chairman of the Board of Directors to replace Joe Grace who resigned from the Board prior to the shareholders meeting on Monday.

The Company's Directors, Robert C. Farr and Robert Wilson, were elected to one year terms at the shareholders meeting and Frank Neukomm was elected to a two year term.


SECTION 8.01 - OTHER EVENTS

ITEM 8.01 OTHER EVENTS

The shareholders approved the Company's "Incentive Stock Plan", previously adopted by the Board on 6 May 05, and approved the appointment of Malone & Bailey as the Company's Auditors at the annual shareholders meeting held Monday, November 21, 2005.

The Board accepted Joe Grace's resignation from the Board tendered prior to the convening of the Company's annual shareholders meeting.