================================================================================ 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 19, 2004 PALWEB CORPORATION (Exact name of registrant as specified in its charter) Oklahoma 000-26331 75-2954680 (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporation) Identification No.) 1613 E. 15th, Tulsa, Oklahoma 74120 (Address of principal executive offices) (Zip Code) (918) 583-7441 (Registrant's telephone number, including area code) Not Applicable (Former name or former address, if changed since last report) ================================================================================ Item 7. Financial Statements and Exhibits --------------------------------- (c) Exhibits 99.1 Press Release dated July 19, 2004. Item 9. Regulation FD Disclosure ------------------------ On July 19, 2004, the Registrant announced that Marshall Cogan has been named Non-Executive Chairman of the Board of Directors. A copy of the press release is attached to this report as Exhibit 99.1 and is being furnished pursuant to Regulation FD. 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. PALWEB CORPORATION Date: July 19, 2004 By: /s/ Warren F. Kruger ------------------------------ Warren F. Kruger President and Chief Executive Officer