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 23, 2004 TANKLESS SYSTEMS WORLDWIDE, INC. (fka) ELUTION TECHNOLOGIES, INC. ----------------------------------------------- (EXACT NAME OF REGISTRANT SPECIFIED IN CHARTER) NEVADA 000-27549 88-0362112 -------------------------------------------------------------------------------- (STATE OF (COMMISSION FILE (IRS EMPLOYER INCORPORATION) NUMBER) IDENTIFICATION NO.) 7650 East Evans, Suite C Scottsdale, Arizona 85260 -------------------------------------------------- (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) (480) 609-7575 -------------------------------------------------- (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE) ITEM 5. OTHER EVENTS. On February 23, 2004, the Registrant sent to the Securities and Exchange Commission its Form D, Rule 506 Notice regarding its Five Hundred Thousand Dollar ($500,000.00) private placement financing to accredited investors. The investor receives a one year debenture with an interest rate of Ten percent (10%) per year, payable quarterly. Further the investor receives One (1) share of the restricted stock of the Registrant for each Two Dollars ($2.00) of debentures purchased. As of February 20, 2004 the amount of debentures sold and paid for was the sum of Two Hundred Ninety Three Thousand Seven Hundred Fifty Dollars ($293,750.00). The Registrant believes it will complete the financing by March 10, 2004. This Five Hundred Dollar ($500,000.00) financing, after expenses and commissions, will be used for working capital and product development by the Registrant. 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. TANKLESS SYSTEMS WORLDWIDE, INC. By: /s/ Thomas Kreitzer ---------------------------------------- Thomas Kreitzer, President Dated: February 24, 2004