-----BEGIN PRIVACY-ENHANCED MESSAGE-----
Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
Originator-Key-Asymmetric:
 MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen
 TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB
MIC-Info: RSA-MD5,RSA,
 WklYJKrpLaqFHdkRQPv3hoM35D+3KhcYNuF/z3LB4tWmpcnBcPFHjAVs7Fz246bH
 EdkE9uv4U3FnZur/R5LqPA==

<SEC-DOCUMENT>0001015402-04-002448.txt : 20040601
<SEC-HEADER>0001015402-04-002448.hdr.sgml : 20040601
<ACCEPTANCE-DATETIME>20040601094418
ACCESSION NUMBER:		0001015402-04-002448
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20040601
ITEM INFORMATION:		Financial statements and exhibits
ITEM INFORMATION:		Regulation FD Disclosure
FILED AS OF DATE:		20040601

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			YP CORP
		CENTRAL INDEX KEY:			0001045742
		STANDARD INDUSTRIAL CLASSIFICATION:	SERVICES-COMPUTER PROGRAMMING SERVICES [7371]
		IRS NUMBER:				850206668
		STATE OF INCORPORATION:			NV
		FISCAL YEAR END:			0930

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-24217
		FILM NUMBER:		04839871

	BUSINESS ADDRESS:	
		STREET 1:		4840 E JASMINE ST
		STREET 2:		STE 110
		CITY:			MESA
		STATE:			AZ
		ZIP:			85020
		BUSINESS PHONE:		4806549646

	MAIL ADDRESS:	
		STREET 1:		4840 EAST JASMINE STREET
		STREET 2:		SUITE 105
		CITY:			MESA
		STATE:			AZ
		ZIP:			85020

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	YP NET INC
		DATE OF NAME CHANGE:	19991112

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	RIGL CORP
		DATE OF NAME CHANGE:	19980707

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	RENAISSANCE INTERNATIONAL GROUP LTD
		DATE OF NAME CHANGE:	19980115
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>doc1.txt
<TEXT>
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549


                                    FORM 8-K


                                 CURRENT REPORT
   PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934


         Date of Report (Date of earliest reported event): June 1, 2004


                                    YP CORP.
               (Exact name of registrant as specified in charter)


             NEVADA                     000-24217                85-0206668
(State or other jurisdiction           (Commission              (IRS Employer
      of Incorporation)                File Number)          Identification No.)


4840 EAST JASMINE STREET, SUITE 105, MESA, ARIZONA                  85205
     (Address of principal executive offices)                     (Zip Code)


       Registrant's telephone number, including area code:  (480) 654-9646


                                  YP.NET, INC.
                                  (former name)


<PAGE>
ITEM 7.   EXHIBITS.

<TABLE>
<CAPTION>
- ---------------------------------------------------
EXHIBIT NO.  ITEM
- ---------------------------------------------------
<C>          <S>
99.1         Press Release titled "YP Corp. Retains
             Investment Banker to Explore Strategic
             Options"
- ---------------------------------------------------
</TABLE>


ITEM 9.   REGULATION FD DISCLOSURE

     On June 1, 2004, YP Corp. ("YP") announced that its Board of Directors (the
"Board") had decided to explore various strategic alternatives to maximize
shareholder value, including a possible sale of YP.  In that connection, the
Board has retained MAR &Associates, Inc. as its financial advisor.  MAR
&Associates, Inc. currently provides the Company with CFO services through MAR's
president, David Iannini.  As a result of this engagement, MAR & Associates will
begin transitioning out of the CFO position and, in addition, to providing
strategic advisory services, will assist the Company in identifying a suitable
candidate to fill the CFO position permanently.  A copy of the press release of
YP is attached to this report as Exhibit 99.1.

     This information is being disclosed pursuant to Regulation FD.
Accordingly, the information in this Form 8-K and the Exhibit attached hereto
shall not be deemed "filed" for purposes of Section 18 of the Securities Act of
1934, nor shall it be deemed incorporated by reference in any filing under the
Securities Act of 1934, except as shall be expressly set forth by specific
reference in such filing.


<PAGE>
                                   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.

                                   YP CORP.


Date:  June 1, 2004                By:  /s/ PETER BERGMANN
       ------------                   -----------------------------------
                                        Peter Bergmann
                                        Chief Executive Officer


<PAGE>

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>2
<FILENAME>doc2.txt
<DESCRIPTION>EXHIBIT 99.1
<TEXT>

                                                                    Exhibit 99.1

YP CORP. RETAINS INVESTMENT BANKER TO EXPLORE STRATEGIC OPTIONS

MAR & Associates, Inc. to Transition Out of CFO Role into Investment Banking
Role

(MESA, AZ) BUSINESS WIRE
JUNE 1, 2004

YP Corp. (OTCBB:YPNT), a leading provider of Internet-based yellow pages and
related services announced today that it has expanded the role of MAR &
Associates, Inc. to assist the Company in exploring strategic options in an
effort to maximize shareholder value, including the possible sale or merger of
the Company.  Mar will be involved in the coordinating efforts relating to the
selection of an advisory team, which may include other major investment bankers,
advisors and professionals.  There can be no assurance that any transaction will
result involving YP Corp.

In the meantime, the Company expects to continue operations as usual by seeking
new customers, developing new products and working with customers to maintain a
high level of customer service.

According to Peter J. Bergmann, CEO of YP Corp., "With the confluence of the
Company's dramatic increase in financial performance, the current intense
interest in local search companies like YP Corp. and the recent consolidation
and financing activity in the industry, the Board of Directors believes that it
is prudent to explore the many strategies available to the Company including a
possible sale or merger of the Company."

MAR & Associates, Inc. is an investment banking and consulting firm headed by YP
Corp.'s current CFO, David J. Iannini.  Currently, Mr. Iannini provides the
services of CFO to YP Corp. through MAR & Associates, Inc. During his career,
Mr. Iannini was an investment banker for 13 years with Salomon Brothers, Inc.
and Schroders, served three years as Vice President of Corporate Development and
Treasurer of Viad Corp, a NYSE-listed company with approximately a $2 billion
market capitalization, as well as several years with a Big Five accounting firm.
Mr. Iannini has been involved in completing transactions for a wide variety of
public companies including, Xerox, Textron, Bank of America, Wells Fargo, Toys R
Us, Washington Mutual, Avon Products, Viad, Hilton Hotels, Eastman Kodak and
Channel Commercial Corporation.  Mr. Iannini has also represented several
smaller private companies including; Entertainment Data, Do-able Products,
K-Bell Socks, Cedu, Michael Alan Designs, Intercontinental Art and Arrow Foods."

According to Mr. Bergmann, " David is exceptionally qualified to identify unique
opportunities for us and advise the Company in this process.  He possesses a
formidable combination of extensive knowledge of the Company and an outstanding


<PAGE>
record as an investment banker on Wall Street. These attributes are exclusive to
David so it was a natural to ask him to be involved in this effort."

Mr. Bergmann further explained, "In an effort to avoid potential conflicts and
to allow MAR & Associates to devote its full and unbridled attention on this
task, over the coming weeks or months, David will assist us to find a new
qualified CFO, with the help of the board and the audit committee.  In the
interim, he will continue to serve as CFO until a suitable candidate is hired."

According to David J. Iannini, President of MAR and current CFO of YP Corp.,
"The primary mission of the MAR contract was to address the many public company
issues then facing YP Corp.  Much progress has been made on this front,
including the termination of several related party transactions, improved
financial reporting and disclosure, enhanced corporate governance, an investor
relations program, obtaining research coverage, establishing credit lines; among
many other initiatives. In addition, during this period, YP Corp.'s revenues and
profits have soared with a corresponding dramatic increase in shareholder value.
With that work completed I can now better serve the Company and its shareholders
by focusing my talents on greater strategic matters relating to the Company.
Regarding my replacement as CFO, I will recommend to the Board certain
candidates with whom I have worked in the past."


ABOUT  YP  CORP.

YP  Corp., a leading provider of Internet-based Yellow Pages services, offers an
Internet  Advertising  Package  ("IAP")  that  includes  a  Mini-WebPage(TM) and
Preferred Listing through its Yellow Pages web site at www.YP.Com. The Company's
web site contains listings for approximately 18 million businesses in the United
States  and 150 million individuals in the United States and Canada. As of March
31,  2004,  YP  Corp.  had  approximately  305,000  IAP  advertisers.

YP  Corp.  also provides an array of other Internet services that complement its
Yellow  Pages  web  site,  including  an  Internet  Dial-Up Package(TM) (dial-up
Internet  access)  and  QuickSite(TM)  (web  site  design  &  hosting services).

YP Corp. is a longstanding member, exhibitor and sponsor of the two major Yellow
Pages trade associations - Yellow Page Integrated Media Association "YPIMA," the
major trade association of Yellow Pages publishers throughout the world, and the
Association  of  Directory Publishers "ADP," which mostly represents independent
Yellow  Pages  publishers.  YP Corp. is based in Mesa, AZ. For more information,
visit  the  web  site  at  www.YP.Com.
                           ----------


FORWARD-LOOKING  DISCLAIMER

This  press  release  includes  statements  that  constitute  "forward-looking
statements,"  which  are  often  characterized  by  the terms "may," "believes,"
"projects,"  "expects,"  or  "anticipates," and do not reflect historical facts.
Specific forward-looking statements contained in this press release include, but
are  not  limited  to  the  Company's possible sale.  Forward-looking statements
involve  risks,  uncertainties  and  other  factors  that  may


<PAGE>
cause actual results, performance or achievements of YP Corp. and its subsidiary
to  be  materially  different  from  those  expressed  or  implied  by  such
forward-looking  statements.

Factors  that  may  affect forward-looking statements and the Company's business
generally  include  but  are  not  limited  to:  (i)  the Company's inability to
identify  a favorable suitor on acceptable terms; (ii) the challenges and impact
the  Company  will  face as a result of the indictment of its former CEO, Angelo
Tullo;  (iii)  the  success  of existing competitors and the introduction of new
competitors  in the market; (iv) the impact of existing or new regulation on the
Company's  marketing  and  solicitation efforts; (v) risk factors and cautionary
statements  made  in  the  Company's Annual Report on Form 10-KSB for the period
ended  September  30,  2003;  and  (vi) other factors that YP Corp. is currently
unable  to  identify  or  quantify,  but  may  exist  in  the  future.

Forward-looking  statements speak only as of the date the statement was made. YP
Corp.  does not undertake and specifically declines any obligation to update any
forward-looking  statements.

Contact:
Roger  Bedier
YP  Corp  Investor  Relations
480-325-4339
rogerb@ypcorp.com


<PAGE>

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
-----END PRIVACY-ENHANCED MESSAGE-----
