SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant to Section 13 or 15(d) of
The Securities Act of 1934
August 19, 1997
________________________________________________
Date of Report (Date of earliest event reported)
BOULDER CAPITAL
OPPORTUNITIES, INC.
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(Exact name of registrant as specified in its charter)
Colorado 0-28530 84-1341980
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(State or other (Commission I.R.S.Employer
jurisdiction File Number) Identification No.)
of incorporation)
192 Searidge Court, Shell Beach, California 93449
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Address of principal executive offices) (Zip Code)
(805) 773-5350
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Registrant's telephone number, including area code
4750 Table Mesa Drive, Boulder, CO 80303
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(Former name, former address and former fiscal year, if changed since
last report)
ITEM 1. CHANGES IN CONTROL OF REGISTRANT
(a) A change in control of the registrant occurred on August 19,
1997. On that date, Robert Soehngen and three other shareholders sold
639,000 shares of the Company's issued and outstanding common stock
pursuant to a registration statement on Form S-8, for a purchase price
of $12,000.00. The purchasers in the transaction were Mark DiSalvo
and certain other persons designated by California Brokerage Services,
Inc. In a previous transaction which occurred in November, 1996,
California Brokerage Services, Inc., purchased 270,000 shares of the
issued and outstanding stock of the Company and executed a letter of
intent to acquire a controlling interest in the Company. Following the
sale and purchase of shares on August 19, 1997, California Brokerage
Services, Inc., and Mark DiSalvo, its affiliate, owned 370,000 shares,
representing 36.63% of the issued and outstanding common stock of the
Company. Other persons who were offered shares pursuant to the S-8
registration statement owned an additional 539,000 shares of common
stock, representing approximately 53.37% of the issued and outstanding
common stock of the Company. Robert Soehngen, who had been the
Company's principal shareholder, as well as its sole officer and director,
owned 66,000 shares, representing approximately 6.53% of the
Company's issued and outstanding stock.
The stock purchased by California Brokerage Services, Inc., its
affiliates, and the other purchasers in the offering, was acquired from the
Company's previous shareholders, all of whom sold a portion of their
holdings. The primary seller was Robert Soehngen, who sold a total of
594,000 shares in the two transactions described above.
In conjunction with the change in control, Mr. Soehngen resigned
as an officer and director of the Company, and new officers and
directors were appointed. The new officers and directors of the
registrant are:
<TABLE>
<CAPTION>
NAME POSITION
<S> <C>
Mark DiSalvo President & Director
Leah DiSalvo Secretary & Director
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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.
BOULDER CAPITAL OPPORTUNITIES, INC.
/s/
Mark DiSalvo, President
Date: August 22, 1997
