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) June 29, 1998
CAMELOT CORPORATION
(Exact Name of Registrant as Specified in its Charter)
Colorado 0-8299 84-0691531
(State of (Commission (IRS Employer
Incorporation) File Number) Identification No.)
2415 Midway Suite 121, Carrollton, TX 75006
(Address of Principal Executive Offices)
Registrant's telephone number, including area code:(972)733-3005
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Item 5. Other Events
On June 29, 1998, Registrant agreed with Wincroft, Inc., at the
request of Wincroft, to satisfy the outstanding Promissory Note
payable to Camelot by Wincroft in the amount of $2,000,000 by way
of the issuance of $2,000,000 of Wincroft Non-Voting Preferred
Stock, Series B. These Preferred Shares pay a dividend of 10%
when and as declared by the board of directors and will pay an
additional yield equivalent to 10% of any revenues derived by
Wincroft on sales of VideoTalk [tm]. The Preferred Shares also
call for redemption by Wincroft in the event VideoTalk is sold.
Wincroft requested this action in order to assist in its fund
raising capabilities. Wincroft is seeking funds to pay for
working capital and marketing expenditures.
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.
CAMELOT CORPORATION
BY: /s/ Daniel Wettreich
Daniel Wettreich, CEO
Date: July 9, 1998