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) July 27, 2005 BIOPHAN TECHNOLOGIES, INC. -------------------------------------------- (Exact name of registrant as specified in its charter) Nevada 0-26057 82-0507874 ----------------------------- ------------- ----------- (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 150 Lucius Gordon Drive, Suite 215 West Henrietta, New York 14586 --------------------------------------- --------- (Address of principal executive offices) (Zip code) (585) 214-2441 ------------------------- (Registrant's telephone number) Item 7.01 Regulation FD Disclosure At our Annual Stockholders Meeting on July 27, 2005, we announced a new strategic initiative to enter the field of cardiovascular diagnostic and therapeutic devices. Simultaneously, we issued a press release, dated July 27, 2005, announcing the initiative. The press release is filed herewith as Exhibit 99.1 and is incorporated herein by reference. Item 9.01 Financial Statements and Exhibits (c) Exhibits Number Exhibit 99.1 Press Release dated July 27, 2005: Biophan Launches Strategic Initiative to Enter High-Growth Market for Cardiovascular Devices 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. BIOPHAN TECHNOLOGIES, INC. -------------------------- (Registrant) Date 7/27/05 /s/ Robert J. Wood ---------------- ----------------------------- (Signature) Robert J. Wood CFO, Treasurer, Secretary (Principal Financial Officer) 2