RESOURCEPHOENIX COM
8-K, 2000-11-30
COMPUTER PROGRAMMING SERVICES
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                UNITED STATES 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: November 30, 2000


                               RESOURCEPHOENIX.COM
             (Exact Name of Registrant as specified in its charter)



         Delaware                     000-27449                52-2190830
(State or other jurisdiction of    (Commission File         (I.R.S. Employer
incorporation or organization)          Number)          Identification Number)


                              2401 Kerner Boulevard
                              San Rafael, CA 94901
                                 (415) 485-4600

    (Address, including zip code, and telephone number, including area code,
                  of Registrant's principal executive offices)



Item 5.           Other Events.

         On November 29, 2000,  ReSourcePhoenix.com  (RPC) announced that it has
agreed to sell substantially all of its assets to Phoenix American  Incorporated
(PAI),  an RPC  affiliate,  as part of an orderly  winding down of the company's
operations.  In this regard,  PAI will assume the company's  obligations  to its
secured creditors. No recovery to general unsecured creditors or shareholders is
anticipated  at this time.  In  addition,  the company  announced  the layoff of
approximately  80  of  its  173  employees.  The  remaining  employees  will  be
transitioned to the purchaser of the assets.

<PAGE>


         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.

                                          RESOURCEPHOENIX.COM



                                          By: /s/ Gus Constantin
                                              ------------------------
                                              Gus Constantin
                                              Chief Executive Officer

Dated:  November 30, 2000



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