<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
- - - - - -
FORM 8-K
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report: September 1, 2000
TELTRAN INTERNATIONAL GROUP, INC.
- - - - - - - - - - - - - - - - - - -
(Exact name of Registrant as specified in charter)
Delaware 0-25641 11-3172507
------------- ---------------- --------------------
(State or Other (Commission File No.) (IRS Employer
Jurisdiction of Identification No.)
Incorporation)
One Penn Plaza, Suite 4430, New York, New York 10119
- - - - - - - - - - - - - - - - - - - - - - -
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 643-1283
- - - - - - - - - - - - - - - - - - - - - - - - - -
<PAGE>
Item 5. Other Events.
The Company is subject to a non-public investigation by the Securities Exchange
Commission. The Company is cooperating fully with the Commission and has
provided documents and its officers have given testimony. In the course of the
proceeding, the Commission's staff is looking into various matters related to
the Company including certain accounting policies and procedures, the accounting
treatment of an acquisition and certain public announcements. The Company has
implemented measures it previously announced, including a change of auditors for
the parent, a new United Kingdom chief financial officer and new chartered
accountants for our U.K. subsidiaries. Our new auditors are Rothstein Kass &
Company, P.C.. Rothstein Kass & Company, P.C. are reviewing our prior financial
statements and will advise the Company to the extent the Company's prior
financial statements should be restated if at all.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
Dated: September 1, 2000
TELTRAN INTERNATIONAL GROUP, LTD.
(Registrant)
By: /s/ Byron Lerner
-----------------------------
Byron Lerner, President
