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As filed with the Securities and Exchange Commission on December 6, 1999
Reg. No.333-92065
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-8/A-1
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
SKYLYNX COMMUNICATIONS, INC.
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(Exact name of issuer as specified in its charter)
COLORADO 84-1360029
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
600 South Cherry Street, Suite 305, Denver, Colorado 80246
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(Address of principal executive offices, including Zip Code)
1998 EQUITY INCENTIVE PLAN
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(Full title of the plans)
Jeffery Mathias
President
600 South Cherry Street, Suite 305
Denver, Colorado 80246
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(Name and address of agent for service)
(303) 316-0400
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(Telephone number, including area code, of agent for service)
Copy To:
Clifford L. Neuman, Esq.
Neuman & Drennen, LLC
Temple-Bowron House
1507 Pine Street
Boulder, Colorado 80302
(303) 449-2100
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EXHIBITS
Exhibit
Number Description
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23.2 Consent of Cordovano and Harvey, P.C., Certified Public
Accountants.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the
Registrant certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing on Form S-8 and has duly caused this
Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Denver, State of Colorado, on
December 6, 1999.
SKYLYNX COMMUNICATIONS, INC.
By:/s/ Jeffery A. Mathias
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Jeffery A. Mathias
President and Chief Executive
Officer
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints Jeffery A. Mathias and Gary L. Brown, and each
or any one of them, his true and lawful attorney-in-fact and agent, with full
power of substitution and re-substitution, for him and in his name, place and
stead, in any and all capacities, to sign any and all amendments (including
post-effective amendments) to this Registration Statement, and to file the
same, with all exhibits thereto, and other documents in connection therewith,
with the Securities and Exchange Commission, granting unto said attorneys-in-
fact and agents, and each of them, full power and authority to do and perform
each and every act and thing requisite and necessary to be done in connection
therewith, as fully to all intents and purposes as he might or could do in
person, hereby ratifying and confirming all that said attorneys-in-fact and
agents, or any of them, or their or his substitutes or substitute, may
lawfully do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, as amended, this
Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.
Signature Position Date
/s/ Jeffery A. Mathias President, Chief Executive 12/6/99
- ---------------------------- Officer and Director -------
Jeffery A. Mathias
/s/ James E. Maurer Director, Chief Financial 12/6/99
- ----------------------------- Officer --------
James E. Maurer (Principal Financial and
Accounting Officer)
/s/ Frank P. Ragano Director 12/6/99
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Frank P. Ragano
/s/ J. Samuel Ridley Director 12/6/99
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J. Samuel Ridley
/s/ Robert Smith Director 12/6/99
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Robert Smith
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CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
We consent to the incorporation by reference in this registration statement of
SkyLynx Communications, Inc. on Form S-8 of our report dated March 4, 1998 for
the period from inception (July 29, 1997) to December 31, 1997, included inn
SkyLynx Communications, Inc.'s Form 10-KSB for the year ended December 31,
1998, and to all references to our Firm included in this registration
statement.
We also hereby consent to the incorporation by reference in this registration
statement on Form S-8 of our report dated April 16, 19999 of Interaccess Corp.
included in SkyLynx Communications, Inc.'s Form 8-K/A dated February 2, 1999
and filed with the SEC on July 2, 1999.
Cordovano and Harvey, P.C.
Denver, Colorado
December 3, 1999
