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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
March 29, 1999
Date of Report (Date of earliest event reported)
1-14559
Commission File Number
MUSE TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation or organization)
85-0437001
(I.R.S. Employer Identification Number)
1601 Randolph SE
Albuquerque, New Mexico 87106
(Address of Principal Executive Offices) (Zip Code)
(505) 843-6873
(Registrant's telephone number, including area code)
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Item 5. Other Events.
Muse Technologies, Inc. (the "Company") entered into an
Employment Termination Agreement dated as of March 29, 1999 (the "Agreement")
with Dr. Creve Maples, a founder of the Company, whereby Dr. Maples has resigned
as an officer and director of the Company and has been appointed, and agreed to
serve, as Chief Scientist pursuant to a consulting arrangement with the Company
through December 31, 1999. Pursuant to the Agreement, Dr. Maples will receive a
monthly consulting fee of $3,000 through June 30, 1999 and approximately $14,600
through December 31, 1999. In addition, the Company will reimburse Dr. Maples
for the cost of COBRA health coverage during the period ending on the earlier of
June 30, 2000 or Dr. Maples' subsequent employment. The Agreement also provides
for the repurchase of options to purchase 310,526 shares of Common Stock of the
Company for an aggregate purchase price of $1,340,000, and also includes
cancellation of options to purchase 175,000 shares of Common Stock granted under
Dr. Maples prior employment agreement, rights of first refusal on future sales
of shares of Common Stock held by Dr. Maples at a discount to the then market
price and certain standstill provisions. The Agreement also contains a
three-year non-compete provision, which, after July 1, 1999, the Company has the
option to pay Dr. Maples approximately $14,600 per month in order to maintain
such non-compete provision.
The Company believes that entering into the Agreement was in
the best interests of the Company, provides adequate protection of the Company's
intellectual property, assures an orderly and amicable transition of
responsibilities and provides Dr. Maples with the ability to pursue other
non-competing endeavors.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) not applicable
(b) not applicable
(c) not applicable
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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.
Date: April 12, 1999 MUSE TECHNOLOGIES, INC.
By: /s/ Curtiz J. Gangi
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Name: Curtiz J. Gangi
Title: President and Principal
Executive Officer
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