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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 earlier event reported): May 25, 2000
LIL MARC, INC.
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(Exact Name of Registrant as specified in its Charter)
NEVADA 0-24431 84-1417774
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(State of Incorporation (Commission File No.) (IRS Identification Number)
or other Jurisdiction)
149 EAST 900 SOUTH, SALT LAKE CITY, UTAH 84111
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(Address of Principal Executive Officers)
(801) 322-0253
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Registrant's telephone number
including area code
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(Former Name or Former Address,
if Changed Since Last Report)
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Item 1. CHANGE IN CONTROL OF REGISTRANT.
On May 25, 2000, pursuant to a Stock Purchase Agreement dated as of May
19, 2000, by and among Lil Marc, Inc. (the "Company"), George I. Norman III,
Laurie J. Norman, Alewine Limited Liability Company ("Alewine"), and Linda
Bryson (Mr. Norman, Ms. Norman, Alewine and Ms. Bryson shall sometimes be
collectively referred to as the "Sellers"), and ComVest Capital Partners LLC
(the "Buyer"), (i) the Sellers sold to the Buyer an aggregate of 1,194,166
shares of common stock ("Common Stock"), of the Company (the "1,194,166
Shares"), owned by the Sellers, and (ii) the Company sold to the Buyer for an
aggregate purchase price of $250,000 (a) 1,000,000 shares of Common Stock,
and (b) an 18 month warrant to purchase 3,000,000 shares of Common Stock
(collectively, the "Sale Transaction"). Simultaneously with the closing of
the Sale Transaction (the "Closing"), the then directors and officers of the
Company resigned and were replaced by designees of the Buyer. Subsequent to
the Closing, it is contemplated that the Company will sell to Alewine all of
the issued and outstanding capital stock of capital stock of LILM, Inc., the
Company's wholly-owned subsidiary for 100,000 shares of Common Stock which
100,000 shares will become treasury stock.
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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.
LIL MARC, INC.
By: JOSEPH WYNNE
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Name: Joseph Wynne
Title: President
Dated: As of May 25, 2000
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