INTERACTIVE MAGIC INC /NC/
8-K, 1999-08-04
PREPACKAGED SOFTWARE
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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): August 3, 1999


                               Interactive Magic, Inc.
            --------------------------------------------------------
             (Exact name of registrant as specified in its charter)


                                 North Carolina
- --------------------------------------------------------------------------------
                (State or other jurisdiction of incorporation)


             0-29750                                      56-2092059
- ----------------------------------             ---------------------------------
    (Commission file Number)                       (IRS Employer ID Number)


215 Southport Drive, Suite 1000, Morrisville, North Carolina        27560
- --------------------------------------------------------------------------------
(Address of principal executive offices)                          (Zip Code)


Registrant's telephone number, including area code   919-461-0722
                                                   ----------------


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

<PAGE>

Item 6.  Resignation of Registrant's Director

Effective August 3, 1999, the Registrant accepted the resignation of Avi Suriel,
a member of the Registrant's Board of Directors. In his letter of resignation, a
copy of which is filed as an exhibit to this report, Mr. Suriel indicated that
his reason for resigning was the Registrant's alleged failure to set a date for
its annual shareholder meeting by August 3, 1999. On August 3, 1999, the
Registrant publicly announced that it has set a record date of August 19, 1999
in preparation for the annual shareholder meeting currently scheduled for
October 19, 1999, subject to change dependent upon the potential review of the
Registrant's preliminary proxy materials by the SEC.

Exhibit:

17.1  Copy of letter from Avi Suriel tendering his resignation from the
      Registrant's Board of Directors effective August 3, 1999.

<PAGE>
                                   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.


                                    INTERACTIVE MAGIC, INC.


Date: August 4, 1999                /s/ Michael W. Oliver
                                    ------------------------------
                                    Michael W. Oliver,
                                    Chief Financial Officer

                                                                    Exhibit 17.1



                           VERTICAL FINANCIAL HOLDINGS


Via Facsimile:  (919) 462-3081



July 29, 1999


J.W. Stealey
Chairman and Chief Executive Officer
iEntertainment Network, Inc.
215 Southport Drive, Suite 1000
Morrisville, North Carolina  27560

Dear Mr. Stealey:

      I, Avi Suriel, a Director representing Vertical Financial Holdings on the
Company's Board, hereby submit my resignation as a member of the Board effective
immediately, but reserve the right to reconsider over the next four business
days if a date for a Shareholders Meeting is agreed, and such meeting date is
announced by August 3, 1999.

      For the record, I and Vertical have been asking for several weeks now for
such meeting to be called to no avail.


Very truly yours,

VERTICAL FINANCIAL HOLDINGS


By:   /s/ Avi Suriel
      -----------------------------
      Avi Suriel, Managing Director



cc:   Michael Oliver, CFO and Secretary
      David H. Kestel, Director
      J. Nicholas England, Director
      W. Joseph McClelland, Director


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