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): July 8, 1997
YELLOW GOLD OF CRIPPLE CREEK, INC.
(Exact Name of Registrant as Specified in Charter)
Colorado 0-9015 84-0768695
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
57 West 200 South, Suite 310, Salt Lake City, Utah 84101
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (801) 359-9309
Item 1. Changes in Control of Registrant
(b) On July 8, 1997, Howard M. Oveson, the sole director and an officer, and
principal shareholder, of the Registrant entered into an agreement with Broad
Seal Ltd. ("Broad Seal") to sell 11,102,500 shares (56.36% of the total
outstanding shares) of common stock of the Registrant owned by Milagro Holdings,
Inc. ("Milagro"), a corporation owned and controlled by Mr. Oveson. The option
applies to the purchase of not less than all of the shares by Broad Seal and is
exercisable on or before December 31, 1997. During the term of the option
Milagro has agreed not to sell, transfer, assign, convey, or encumber the shares
or any interest therein. However, Milagro shall remain at all times during the
term of the option the legal owner of the shares having all rights of ownership
with respect to the shares, including voting rights, dividend and liquidation
rights, and any and all other rights inherent in the ownership of the shares,
subject only to the terms of the option. The option rights of Broad Seal may be
exercised only by it or its successors and are not transferable. The exercise
of the option would result in a change of control of the Registrant by virtue of
such party obtaining a majority of the outstanding stock of the Registrant.
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.
YELLOW GOLD OF CRIPPLE CREEK, INC.
Date: July 22, 1997 By /s/ Howard M. Oveson
Howard M. Oveson, President and
Principal Financial Officer