Item 8.01 Other Events.

On October 3, 2006, Viseon, Inc., a Nevada corporation (the “Company”), announced that it had engaged the investment banking firm of Bowen Advisors, Inc. on September 29, 2006, in order to explore strategic alternatives for the Company, including the possibility of selling some or all of the Company’s business assets. Bowen Advisors will identify and deal directly with any potential acquisition candidates. Bowen Advisors will also provide advice regarding certain aspects of the day-to-day operations of the Company’s business.

The Company has agreed to pay Bowen Advisors a monthly retainer of $10,000 during the term of the engagement. If the Company completes a merger, sale of its business or certain related corporate transactions during the term of the engagement or the six month residual period following its termination, then Bowen Advisors will be paid a success fee upon the closing of that transaction. The amount of any success fee would be based upon the size of the transaction, but not less than $350,000. The Company will also reimburse certain expenses related to the consulting services provided by Bowen Advisors. The Company may terminate the arrangement at any time after the first two months of the engagement, by giving thirty days notice to Bowen Advisors.

Item 9.01 Financial Statements and Exhibits.

(c)
Exhibits.

Exhibit 99.1
Press Release of Viseon, Inc. dated October 3, 2006.
 
 
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.

VISEON, INC.
Date: October 3, 2006
By:  /s/ Brian R. Day
Brian R. Day
Chief Financial Officer
 
 
Exhibit Index

Exhibit 99.1
Press Release of Viseon, Inc. dated October 3, 2006.