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
December 27, 1996
Date of Report (Date of earliest event reported)
FIELDS AIRCRAFT SPARES, INC.
(Exact name of Registrant as specified in its charter)
Utah 0-27100 95-4218263
- ----------------- ------------------------- ----------------
(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification No.)
Incorporation
2251-A Ward Avenue
Simi Valley, CA 93005
(Address of principal executive offices)
(Zip Code)
(805) 583-0050
(Registrant's telephone number, including area code)
<PAGE>
Item 9. Sales of Equity Securities Pursuant to Regulation S.
On December 27 and 31, 1996, Fields Aircraft Spares, Inc. (the
"Company") received and accepted subscription agreements for the sale of 12,883
units (the "Units"), representing 25,766 common shares of the Company, par value
$.05 per share (the "Common Shares"), and 12,883 warrants to acquire 12,883
Common Shares at $6.25 per share (the "Warrants"), for approximately $167,485.
The Units were offered to non- U.S. persons in reliance on Regulation S. The
Warrants are exercisable at any time prior to the second anniversary of their
issuance. Etablissement Pour Le Placement Prive, Zurich Switzerland, acted as
the Company's placement agent in connection with the offering. The Units were
offered as part of the Company's original offering of up to 200,000 Units of
which 146,000 Units were sold for $1,898,000 in September and October 1996 on
the same terms and through the same placement agent to non-U.S.
persons.
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.
FIELDS AIRCRAFT SPARES, INC.
Date: January 10, 1997 By /S/ Alan M. Fields
---------------------
Alan M. Fields, President
