TOP AIR MANUFACTURING INC
8-K, 2000-11-03
FARM MACHINERY & EQUIPMENT
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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 earliest event reported: October 31, 2000



                           TOP AIR MANUFACTURING, INC.
             (Exact Name of Registrant as Specified in Its Charter)


                                      Iowa
                 (State or Other Jurisdiction of Incorporation)


       0-10571                                          42-1155462
(Commission File Number)                    (I.R.S. Employer Identification No.)

317 Savannah Park Road, Cedar Falls, Iowa                 50613
(Address of Principal Executive Offices)               (Zip Code)

                                 (319) 268-0473
              (Registrant's Telephone Number, Including Area Code)

                              ---------------------


<PAGE>


Item 5.  Other Events.

         As has been  previously  reported,  the Company has been unable to meet
certain  financial  covenants  associated with its line of credit. On August 24,
2000, the Company and its lender  entered into a forbearance  agreement in which
the lender agreed to forbear from exercising its rights and remedies against the
Company up to and through  October 31, 2000.  This  forbearance  agreement  also
permitted  the Company to borrow up to  $2,000,000  at an interest rate of 12.5%
based  on  a  percentage  of  inventory,  trade  receivables  and  property  and
equipment.

         On October 31, 2000, the forbearance  agreement expired. As of the date
of this  report,  the lender  has not  exercised  any of its rights or  remedies
against the Company.  The Company and its lender are  currently  discussing  the
possibility of extending the forbearance  agreement for an additional  period of
time. However, there has not been a commitment or agreement with respect thereto
and the  Company  cannot  give  any  assurance  that it  will be  successful  in
obtaining such extension.

         The Company continues to seek alternative sources of debt and/or equity
financing.  Although the Company has had discussions  with other sources,  as of
the date of this report,  the Company has not entered into an agreement with any
such source to provide such  financing.  The Company  cannot give any  assurance
that it will be able to obtain more permanent  financing of its working  capital
requirements  from its lender or any other  source.  If the Company is unable to
obtain  such  financing,  the  Company  would  not be able to fund  its  ongoing
operations.

<PAGE>

                                    SIGNATURE


         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:  November 3, 2000

                                     TOP AIR MANUFACTURING, INC.


                                     By:  /s/ Steven R. Lind
                                          --------------------------------------
                                          Steven R. Lind
                                           President and Chief Executive Officer



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