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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 29, 1996
Incomnet, Inc.
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(Exact name of registrant as specified in its charter)
California
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(State or other jurisdiction of incorporation)
0-12386 95-2871296
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(Commission File Number) (I.R.S. Employer
Identification No.)
21031 Ventura Boulevard, Suite 1100, Woodland Hills, California 91364
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (818) 887-3400
Not Applicable
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(Former name, former address and former fiscal year,
if changed since last report)
Total number of pages in this document: 6
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TABLE OF CONTENTS
ITEM 6. RESIGNATION OF DIRECTOR ............................................ 3
SIGNATURES .................................................................. 4
ITEM 7. EXHIBITS
Letter From Gerald Katell, Dated July 29, 1996 .............................. A
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ITEM 6. RESIGNATION OF DIRECTOR
On July 29, 1996 the Company received a letter from Gerald Katell
stating that he declined to serve as a member of the Company's Board of
Directors because he was not satisfied with the officers' and directors'
liability insurance policy which was purchased by the Company. Mr. Katell
stated that the coverage of the policy was insufficient. On July 5, 1996 Mr.
Katell had indicated to the Company that he would not be willing to serve on
the Board of Directors unless the Company obtained an officers' and directors'
liability insurance policy acceptable to him. He also indicated that, contrary
to the Company's belief, he was not yet a member of the Board of Directors.
The Company believed that Mr. Katell had accepted his appointment to the Board
of Directors on June 7, 1996, and that it could purchase an insurance policy
that would be acceptable to Mr. Katell. In July 1996 the Company purchased an
officers' and directors' insurance policy but Mr. Katell did not accept it. As
a result of Mr. Katell's decision, the Company has a vacancy on its Board of
Directors. The Board of Directors plans to fill the vacancy as soon as a
qualified candidate is identified and agrees to serve. There is no assurance
regarding when the vacancy will be filled.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
INCOMNET, INC.
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(Registrant)
Date: August 7, 1996 By: /s/ MELVYN REZNICK
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Melvyn Reznick, President and
Chief Executive Officer
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[LETTERHEAD]
July 29, 1996
Mr. Melvyn Reznick
President
Incomnet, Inc.
21031 Ventura Boulevard, Suite 1100
Woodland Hills, California 91364
Dear Mel:
As I informed you in my letter to you dated July 5, 1996, I was not willing to
accept election as a member of the Incomnet Board of Directors unless and
until the corporation had obtained acceptable liability insurance coverage.
As I informed you yesterday, the coverage obtained by Incomnet, Inc. was not
sufficient to warrant my accepting the responsibilities of a Board member.
Accordingly, I must once again decline to accept election as a Board member.
Inasmuch as the proxy statement and other documents filed by Incomnet with the
SEC indicate my election as a Director of the Corporation, it is important
that you take whatever steps are necessary forthwith to correct your corporate
records as well as all filings made by the corporation, to reflect that I am
not now, nor have I ever been, a Director of the corporation.
I am sorry that it did not work out for me to join the Board. As I mentioned
to you, I am willing to advise or consult with you and would like to continue
to learn about the fine prospects for the company. I congratulate you for all
your hard work and certainly believe that you will be successful in achieving
the growth for Incomnet that you desire.
Sincerely,
/s/ Gerald Katell
Gerald Katell
President
