KIDDIE ACADEMY INTERNATIONAL INC
8-K, 1997-05-23
CHILD DAY CARE SERVICES
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                       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): May 20, 1997


                       KIDDIE ACADEMY INTERNATIONAL, INC.
             (Exact name of Registrant as specified in its charter)


      DELAWARE                         1-4052               52-1938283
(State or other jurisdiction of      (Commission File      (IRS Employer
incorporation or organization)        Number)              Identification No.)



                108 Wheel Road, Bel Air, Maryland              21015
          (Address of principal executive offices)           (Zip Code)


  Registrant's telephone number, including area code:            (410) 515-0788


                                      N/A

         (Former name or former address, if changed since last report)



<PAGE>

Item 5.  Other Events

On May 20, 1997,  Kiddie Academy  International,  Inc. (the "Company")  issued a
press release which stated that a private  placement equity financing to address
the Company's capital needs has not been successful. As a result thereof and the
deterioration of the Company's financial position,  unless necessary  additional
financing  is  immediately  identified,  the Company  faces a serious  liquidity
problem.  The Board is actively considering all of its alternatives with respect
to this problem.

In addition,  the Company was  previously  notified by the Boston Stock Exchange
that  the  Company  does  not  meet the  $500,000  maintenance  requirement  for
shareholder's equity. The Company was granted an extension until May 23, 1997 to
prove that its  shareholder's  equity is in  compliance  with the  Boston  Stock
Exchange's  minimum  requirement.  As a  result  of  the  Company's  failure  to
consummate the private placement equity financing,  the Company will not be able
to meet this  requirement  and the Boston Stock  Exchange  has  indicated to the
Company  that it intends  to suspend  trading  and file for  delisting  with the
Securities and Exchange Commission.

Item 7.  Exhibits

Exhibit No.                                          Description
     99............................................... Press Release

         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.

                                              Kiddie Academy International, Inc.



May 23, 1997                                  By:  /s/ Angelo D. Bizzarro
                                                 ------------------------
                                                       Angelo D. Bizzarro, CEO



<PAGE>


                                 EXHIBIT INDEX


Exhibit No.                                                      Description

99...............................................................Press Release



<PAGE>


May 20, 1997                                            Contact:  Guy A. Matta
                                                        Chief Financial Officer
                                                        (410) 515-0788, ext. 215



                                 PRESS RELEASE



         Kiddie  Academy  International,  Inc.  announced  today  that a private
placement equity  financing to address the Company's  capital needs has not been
successful. As a result thereof and the deterioration of the Company's financial
position,  unless necessary additional financing is immediately identified,  the
Company faces a serious liquidity problem. The Board is actively considering all
of its alternatives with respect to this problem.

         The  Company  operates  and  franchises  educational  based  child care
centers under the name Kiddie Academy Child Care Learning  Centers.  The Company
also operates a wholesale  and retail  school supply and equipment  distribution
business  under the name  Kid's  Craft.  The  Kiddie  Academy  system  currently
consists of 20 Company-owned centers and 36 franchise centers.





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