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) MARCH 24, 1998
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APPLEWOODS, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 0-27850 13-3859709
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
Formation)
274 RIVERSIDE AVENUE, WESTPORT, CONNECTICUT 06880
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (203) 227-4912
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(Former name or former address, if changes since last report)
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Item 5. OTHER EVENTS.
On March 24, 1998, Applewoods, Inc. (the "Registrant") was advised by
The Nasdaq Stock Market that it failed to meet the continued listing
requirements of The Nasdaq SmallCap Market. Specifically, for the ten
consecutive trade dates prior to March 24, 1998 the Registrant's shares of
common stock have failed to maintain a closing bid price of greater than or
equal to $1.00.
The Registrant is exploring various alternatives which would satisfy
The Nasdaq SmallCap Market continued listing requirements, including proposing
to its stockholders that the Registrant effect a reverse stock split. There is,
however, no assurance that the Registrant will be successful in satisfying such
requirements. In the event that the Registrant's shares of Common Stock do not
have a closing bid price of $1.00 or greater for ten (10) consecutive trading
days prior to June 24,1998, the Registrant's shares of Common Stock will begin
trading on the NASD OTC Bulletin Board. As a result, the price of, and the
volume of trading in, the Registrant's securities may be negatively effected.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits.
(i) Letter from The Nasdaq SmallCap Market dated March 24, 1998.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly authorized and caused the undersigned to sign this
Report on the Registrant's behalf.
APPLEWOODS, INC.
By: /s/ Roger Buoy
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Roger Buoy
Chief Executive Officer
Dated: March 31, 1998
