NXGEN NETWORKS INC
8-K, 2000-11-28
NON-OPERATING ESTABLISHMENTS
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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): November 27, 2000

                              NxGen Networks, Inc.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


           Nevada                        000-28427                 870621120
----------------------------      ---------------------      -------------------
(State or other Jurisdiction      (Commission File No.)       (I.R.S. Employer
     of incorporation)                                       Identification No.)



   17000 Lincoln Street, Suite 1920, Denver, Colorado               80203
   --------------------------------------------------             --------
        (Address of Principal Executive Offices)                 (Zip Code)




        Registrant's telephone number, including area code: 303-839-9150




                                 Not Applicable
                   --------------------------- ---------------
          (Former name or former address, if changed since last report)


<PAGE>




Item 5. Other Events.

     On November 27, 2000,  the Board of Directors  announced that it approved a
2-for-1 stock-split of the Registrant's common stock, par value $.001 per share,
payable  on  December  13,  2000 for all of those  stockholders  of record as of
December 7, 2000.  The common  stock will begin  trading on a  post-split  basis
beginning on December 8, 2000.

Further  information  regarding the stock-split is set forth in the Registrant's
press release dated November 27, 2000, attached as Exhibit 99.1 and incorporated
herein by reference.



Item 7. Financial Statements, Pro Forma Financial Information and Exhibits

     Exhibit 99.1-- Press Release dated November 27, 2000



<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.

Date: November 27, 2000



                                               Nxgen Networks, Inc.



                                               By:      /s/ Ralph Proceviat
                                                    ----------------------------
                                                    Ralph Proceviat
                                                    Chief Financial Officer





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