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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 7, 1999
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Virtual Telecom, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 0-22351 98-0162893
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
12, Av. des Morgines 1213 Petit-Lancy 1, Geneva Switzerland N/A
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 011-4122-879-0879
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Not Applicable
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(Former name or former address, if changed since last report)
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Item 1. Changes in Control of Registrant.
Not applicable.
Item 2. Acquisition or Disposition of Assets.
Not applicable.
Item 3. Bankruptcy or Receivership.
Not applicable.
Item 4. Changes in Registrant's Certifying Accountant.
Not applicable.
Item 5. Other Events.
Effective May 7, 1999, the Company amended its Certificate of
Incorporation to change its corporate name to FirstQuote Inc.
Item 6. Resignations of Registrant's Directors.
Not applicable.
Item 7. Financial Statements and Exhibits.
(a) Financial Statements.
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Not applicable.
(b) Exhibits.
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3.3 Certificate of Amendment to Certificate of Incorporation of
the Company
Item 8. Change in Fiscal Year.
Not applicable.
Item 9. Sales of Equity Securities Pursuant to Regulation S.
Not applicable.
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SIGNATURE
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.
Virtual Telecom, Inc.
(Registrant)
Date: May 10, 1999 By: /S/ Neil Gibbons
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Neil Gibbons, President
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EXHIBIT 3.3
CERTIFICATE OF AMENDMENT
OF
CERTIFICATE OF INCORPORATION
OF
VIRTUAL TELECOM, INC.
Virtual Telecom, Inc., a corporation duly organized and existing under the
General Corporation Law of the State of Delaware (the "Corporation"), does
hereby certify that:
I. The amendment to the Corporation's Certificate of Incorporation set
forth below was duly adopted in accordance with the provisions of Section 242
and has been consented to in writing by the Directors pursuant to a resolutions
adopted at regular meeting of the Board of Directors held on February 17, 1999
and by the stockholders of the Corporation by a Written Consent of a majority of
the outstanding shares entitled to vote thereon in accordance with Section 228
of the General Corporation Law of the State of Delaware.
II. ARTICLE I of the Certificate of Incorporation of the Corporation is
amended to read in its entirety as follows:
"ARTICLE I
Name of Corporation
The name of this corporation is FirstQuote Inc."
IN WITNESS WHEREOF, the undersigned hereby duly executes this Certificate
of Amendment hereby declaring and certifying under penalty of perjury that this
is the act and deed of the Corporation and the facts herein stated are true,
this 6th day of May 1999.
/s/ NEIL GIBBONS
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Neil Gibbons, President
