ORALABS HOLDING CORP
8-K, 1999-12-21
PERFUMES, COSMETICS & OTHER TOILET PREPARATIONS
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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 Act of 1934


Date of Report (Date of earliest event reported) December 16, 1999

                              ORALABS HOLDING CORP.
              ----------------------------------------------------
             (Exact name of registrant as specified in its charter)


    Colorado                       000-23039                  14-1623047
    --------                       ---------                  ----------
 (State or other                  (Commission               (I.R.S. Employer
  jurisdiction                    File Number)              Identification No.)
of incorporation)


                   2901 South Tejon, Englewood, Colorado 80110
                   -------------------------------------------
               (Address of principal executive offices) (Zip Code)


Registrant's telephone number, including area code      (303)783-9499




         (Former name or former address, if changed since last report.)


<PAGE>

Item No. 5.  Other Events.
             -------------

     A Criminal Complaint was filed in the United States District Court for the
Central District of California, Case No. 99-2741M against the Company's
President. The Company issued a press release which contains additional details,
a copy of which is attached hereto as Exhibit 99.1.


Item No. 7.  Financial Statements and Exhibits.

     Exhibit 99.1 Press Release issued December 17, 1999

     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.


                                  ORALABS HOLDING CORP.


                                  By: /s/ Emile Jordan
                                      ------------------------------------------
                                          Emile Jordan, Chief Financial Officer


Date:    December 20, 1999






                                                                    EXHIBIT 99.1



ENGLEWOOD, CO - December 17, 1999

OraLabs Holding Corp. (NASDAQ: OLAB) announced today that its president, Gary
Schlatter, was arrested in connection with a Criminal Complaint filed in the
United States District Court for the Central District of California, Case No.
99-2741M. The Complaint charges two counts of violations of the United States
Code: one count is that Mr. Schlatter conspired to distribute pseudoephedrine,
knowing and having reasonable cause to believe that it would be used to
manufacture a controlled substance; the other count is that Mr. Schlatter
conspired to engage in financial transactions knowing that the proceeds of the
transactions were from some form of illegal activity and with the intent of
furthering a specified unlawful activity. Mr. Schlatter denies that he has
committed any offense or violation of law claimed in the Complaint or otherwise
and the Company believes that Mr. Schlatter will vigorously defend himself
against the charges made against him. Mr. Schlatter has retained counsel with
respect to these matters, and counsel expects Mr. Schlatter to be released from
custody today.

     OraLabs is not named as a party in the Complaint. OraLabs provided shipping
and other ancillary services for Mr. Schlatter's company, Top Form Brands, Inc.,
pursuant to the contract between OraLabs and Top Form Brands which was filed as
an exhibit to the Company's Form 10- KSB for the year ended December 31, 1998.
OraLabs has retained the law firm of Cooley Godward, LLP as special counsel to
investigate the legal implications to the Company, if any, as a result of the
allegations made against Mr. Schlatter.

     OraLabs, Inc. manufactures Ice Drops(TM) brand oral care products, Lip
Rageous(TM) brand, Chap Ice(TM) brand, and Ice Drops(R) brand lip balm. The
product line includes breath drops, breath sprays, mouthwash, lip balms and a
variety of private label products. OraLabs products are sold through more than
50,000 retail outlets in the Untied States and in over 25 foreign markets.
Additionally, OraLabs supplies products to various Airlines and Hotels
worldwide. OraLabs offers dietary supplement products which include Glucosamine
+ MSM (for joint health), MSM, Healthy Bears(TM) (Vitamin-ized Gummy Bears),
5-HTP (for insomnia, mood enhancement and weight loss), Cholesterex(TM) (for
healthy cholesterol) and Breast Plus(TM) (for natural breast augmentation).

FOR ADDITIONAL INFORMATION (303) 783-9499 Joan Gunderson, Investor Relations
[email protected] Gary Schlatter, President [email protected]

Forward-Looking and Cautionary Statements Except for historical information and
discussions contained herein, statements included in this release may constitute
"forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995. Reference is made in particular to statement
regarding anticipated sales growth, expectations regarding financial results for
the quarter and expectations regarding future outcomes. These statements are
based on the company's current beliefs and expectations as to such future
outcomes. These statements involve a number of risks, uncertainties, and other
factors that could cause results to differ materially, as discussed in the
Company's filings with the Securities and Exchange Commission.



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