<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
Form 8K
CURRENT REPORT
Pursuant to Section 13 or 15 (d) of the Securities and Exchange Act of 1934
Date of Report: July 5, 1996
COMPARATOR SYSTEMS CORPORATION
Colorado 0-8951 95-3151060
_________________________________________________________________________
(State or Other Jurisdiction Commission (IRS Employer
of Incorporation) File Number Identification Number)
4350 Von Karman Avenue, Suite 180 Newport Beach, California 92660
_________________________________________________________________________
Registrant's telephone number including area code: (714) 851-4300
ITEM 1. CHANGES IN CONTROL OF REGISTRANT
--------------------------------
(a) None
(b) None
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
------------------------------------
None
ITEM 3. BANKRUPTCY OR RECEIVERSHIP
--------------------------
Not Applicable
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
---------------------------------------------
None
ITEM 5. OTHER EVENTS
------------
The Company announced that Mr. Armond J. Schroeder has been appointed
by the Board of Directors as its new President and Chief Executive
Officer, effective July 5, 1996. Mr. Schroeder has also been appointed,
effective this date, to fill a vacancy on the Company's Board of
Directors, to serve until the Company's next Stockholders Meeting.
<PAGE>
On March 15, 1994 the Company filed an 8-K Report announcing that Karen
Kay Churchill, its Corporate Secretary/Vice President Administration,
had been dismissed after it was discovered that she had improperly
issued to herself, her family and her friends, shares of the Company's
stock, and had also misappropriated Company funds to her own use. The
Company announced its intention to file a civil action against Ms.
Churchill and others.
On May 30, 1996 the Company obtained judgment against Ms. Churchill,
aka Karen Hitt, Karen Towt, Karen Churchill-Towt, in the United
States Bankruptcy Court in San Diego, California, in the amount of
$118,724.56 plus interest, in cash, and an Order for the return of
12,604,363 shares of the Company's stock.
The Company intends to collect under the judgment, as well as to
continue to proceed with the civil suit it filed in Orange County
Superior Court on October 27, 1995 against the remaining defendants, in
its ongoing effort to recover cash and stock wrongfully taken from the
Company.
ITEM 6. RESIGNATION OF REGISTRANT'S DIRECTORS
-------------------------------------
Robert Reed Rogers, Chairman of the Board of the Company, announced his
intention to retire within the current year at the earliest practicable
opportunity. Mr. Rogers will be available to serve as a Consultant to
the Company thereafter.
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 thereunto duly authorized.
Date: July 5, 1996 By: /s/ GREGORY ARMIJO
------------ -------------------------
Gregory Armijo
Corporate Secretary
