ZIASUN TECHNOLOGIES INC
8-K, 2000-09-15
BUSINESS SERVICES, NEC
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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 22, 2000
                                                   ----------------


                            ZIASUN TECHNOLOGIES, INC.
             -----------------------------------------------------
             (Exact name of Registrant as specified in its charter)

                                     Nevada
           -----------------------------------------------------------
          (State or other jurisdiction of Incorporation or organization


       000-27349                                        84-1376402
 ------------------------                   ------------------------------------
 (Commission File Number)                   (I.R.S. Employer Identification No.)


462 Stevens Avenue, Suite 106, Solana Beach, California                 92075
-------------------------------------------------------              -----------
(Address of principal executive offices)                              (Zip Code)

                                 (858) 350-4060
              ---------------------------------------------------
              (Registrant's telephone number, including area code)


                                       N/A
           ----------------------------------------------------------
          (Former name or former address, if changed since last report)


<PAGE>
Item 2.  Acquisition or Disposition of Assets.

     Sale of Momentum Internet Inc.
     -------------------------------

     On August 22, 2000, the Registrant  entered into a Share Purchase Agreement
effective as of July 1, 2000, with Vulcan Consultants  Limited, a British Virgin
Island company ("Vulcan"),  under which the Registrant would sell all the issued
and  outstanding  shares of  Momentum  Internet  Inc.  ("MII"),  a wholly  owned
subsidiary of the  Registrant,  in  consideration  of seven hundred  twenty-five
thousand shares of common stock of the Registrant owned by Vulcan.

     In  addition,  as a condition  to the closing of the sale of MII to Vulcan,
Swiftrade  Inc.,  which  is a  subsidiary  of MII  and had  borrowed  the sum of
$500,000 from Momentum Asia, Inc. ("MAI"), a subsidiary of the registrant,  will
repay  said loan with  $200,000  payable on or before  August  15,  2000 and the
balance of $300,000  payable on or before  September  30,  2000.  The balance of
$300,000  shall be  secured  by a pledge of 10,000  shares of the  Series A Non-
Voting Preferred Stock,  $0.001 par value, in Mid American Capital Corp.,  owned
by Swiftrade, to ZiaSun.

     The closing of the sale of MII to Vulcan occurred on September 13, 2000.

     As a result of the sale of all interest in MII by the Registrant to Vulcan,
the  Registrant  will no  longer  have any  interest  in MII,  or the  following
subsidiaries or websites of MII:

     The  following  subsidiaries  and  websites are owned or a part of Momentum
Internet,  Inc.,  and  will  remain  such as a result  of the  sale of  Momentum
Internet, Inc., to Vulcan:

     Subsidiaries of Momentum Internet, Inc.
     --------------------------------------

     1. Momentum  Associates  Ltd., is a Hong Kong registered  corporation and a
     wholly-owned subsidiary of Momentum Internet Inc.

     2.  Momentum  Internet  (Phils.)  Inc.,  a  Philippines  corporation  is  a
     wholly-owned subsidiary of Momentum Internet Inc.

     3.  AsiaEnet  Limited,  is a Hong  Kong  registered  corporation  of  which
     presently Momentum Internet presently owns 74.0%.

          (a) Graphia  International,  is a wholly-owned  subsidiary of AsiaEnet
          Limited,  which is a partially owned subsidiary of Momentum  Internet,
          Inc.

     4. Swiftrade,  Inc., a British Virgin Islands registered corporation,  is a
     wholly-owned  subsidiary of Momentum Internet,  Inc. Swiftrade is an online
     trading and financial  services portal,  which provides Internet access for
     retail and institutional users to international electronic stock trading.

     Websites of Momentum Internet, Inc.
     -----------------------------------

     "MOMENTUM INTERNET" (www.momentuminternet.com)
     "PINMAIL" (www.pinmail.com)
     "MEDIAHITS" (www.mediahits.com)
     "SWIFTRADE" (www.swiftrade.com)
     "ASIAENET" (www.asiaenet.com)
     "TIGERTOOTH" (www.tigertooth.com)
     "TIGERHITS" (www.tigerhits.com)
     "SEARCH DRAGON" (www.searchdragon.com),
     "M FINANCE" (www.mfinance.com)
     "MING STORES" (www.mingstores.com)

     The  Registrant   originally   acquired  MII  on  October  5,  1999,  in  a
stock-for-stock  exchange with Vulcan, wherein Vulcan received 565,000 pre-split
restricted  shares of the  Registrant  and  Registrant  received  all issued and
outstanding  shares of MII,  consisting of one (1) share of common stock of MII,
whereupon MII became a wholly owned subsidiary of the Registrant.

     The Registrant  anticipates  the closing to occur within 30 days. A copy of
the  Merger  Agreement  and  Plan  of  Reorganization  is  attached  hereto  and
incorporated by reference.

                                       2
<PAGE>
Item 7. Financial Statements, Pro Forma Financial Statements And Exhibits

     (c)  Exhibits.
          --------

          10.50  Share Purchase Agreement effective as of July 1, 2000, between
                 ZiaSun Technologies, Inc. and Vulcan Consultants Limited.

                                   SIGNATURES
                                   ----------
         Pursuant to the  requirements  of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the Undersigned, thereunto duly authorized.

                                             ZiaSun Technologies, Inc.
                                             (Registrant)


Dated: September 13, 2000                    /S/ Allen D. Hardman
                                             -----------------------------------
                                             By:  Allen D. Hardman
                                             Its: President and CEO
                                       3


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