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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): OCTOBER 1, 2000
COMMISSION FILE NUMBER 1-07149
INTERNET LAW LIBRARY, INC.
(Exact name of Company as specified in charter)
DELAWARE 82-0277987
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
4301 WINDFERN ROAD, SUITE 200, HOUSTON, TEXAS 77041-8915
(Address of principal executive offices) (Zip Code)
Registrant's telephone number: (281) 600-6000
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ITEM 1. CHANGES IN CONTROL OF REGISTRANT
Inapplicable
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
2A: COMPASS DATA SYSTEMS, INC.
On July 27, 2000, the Board of Directors of Internet Law Library,
Inc. approved the purchase of a controlling interest of Compass Data Systems
Inc., a private Nevada corporation, for up to $2.5 million in unregistered
shares of Internet Law's common stock. Counsel for the sellers subsequently
approved the form of a Stock Purchase Agreement to be entered into with
certain individuals for the purchase of their stock. Certain final reviews
and negotiations were concluded on August 17, 2000, and the definitive
agreements were signed with each of the sellers effective as of October 1,
2000. Under the terms of the Stock Purchase Agreements, Internet Law is
obligated to issue an aggregate of 1,676,105 unregistered shares of its common
stock, valued at approximately $2.3 million, for approximately 63% of the
total outstanding shares of the common stock of Compass Data Systems. These
issuances were made in reliance upon the Section 4(2) private placement
exemption from registration. None of the sellers received registration rights
for the Internet Law shares they received in this transaction.
Compass Data Systems provides electronic information publishing
services in a completely searchable infobase to a wide variety of industries
and organizations. Compass Data Systems hosts an Internet site at
www.compassdata.com. Using Internet and CD technology, clients can search
through endless piles of paper on computer files in seconds, which can
represent significant amounts of papered information. These infobases are
quickly accessed through a hard drive, CD-ROM or over the Internet.
2B: VENCO COMPLIANCE, INC.
On September 28, 2000, the Board of Directors of Internet Law
approved the purchase of all of the stock of Venco Compliance, Inc., a private
Texas corporation. Internet Law issued an aggregate of 100,000 unregistered
shares of its common stock at closing on October 1, 2000, valued then at
$90,600. Internet Law has entered into a consulting agreement with a former
owner of Venco for $72,000 per year for one year, with a renewal right for a
one-year term on each anniversary of the agreement. Internet Law may issue
50,000 additional unregistered shares to the former shareholders of Venco in
the future for consulting services. These issuances were made in reliance
upon the Section 4(2) private placement exemption from registration. None of
the sellers received registration rights for the Internet Law shares they
received in this transaction.
Venco Compliance is in the business of selling compliance and safety
training and information such as OSHA regulations to businesses such as dry
cleaners and others that deal with hazardous chemicals, biomaterials and other
regulated substances.
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ITEM 3: BANKRUPTCY OR RECEIVERSHIP
Inapplicable
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
Inapplicable
ITEM 5: OTHER EVENTS
LITIGATION:
On September 9, 1999, Loislaw.com, Inc. filed a lawsuit in the
District Court of Harris County, Texas, 11th Judicial District (Case No.
1999-45563), against ITIS, National Law and Internet Law. In December 2000
all parties entered into a confidential agreement to settle the litigation.
ITEM 6. RESIGNATIONS OF REGISTRANT'S DIRECTOR
Inapplicable
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
Compass Data Systems and Venco Compliance are not considered to be
"significant subsidiaries" based on SEC Rule 3-05. Accordingly, no financial
statements are required to be filed at this time.
ITEM 8. CHANGE IN FISCAL YEAR
Inapplicable
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EXHIBITS
NO. DESCRIPTION
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2.10 Stock Purchase Agreement by and between Internet Law and Jeremiah
Kane, dated July 27, 2000, as amended by that amendment dated
effective October 1, 2000 (Incorporated by reference to
Exhibit 2.10 to the Registrant's Form 8-K filed with the SEC
on October 16, 2000).
2.11 Stock Purchase Agreement by and between Internet Law and John
McHugh, dated July 27, 2000, as amended by that amendment
dated effective October 1, 2000 (Incorporated by reference to
Exhibit 2.11 to the Registrant's Form 8-K filed with the SEC
on October 16, 2000).
2.12 Stock Purchase Agreement by and between Internet Law and Jack Ben
Ezra, dated July 27, 2000, as amended by that amendment dated
effective October 1, 2000 (Incorporated by reference to
Exhibit 2.12 to the Registrant's Form 8-K filed with the SEC
on October 16, 2000).
2.13 Stock Exchange Agreement by and among Internet Law and all of the
shareholders of Venco Compliance, Inc., a Texas corporation,
dated effective October 1, 2000 (Incorporated by reference to
Exhibit 2.13 to the Registrant's Form 8-K filed with the SEC
on October 16, 2000).
10.17 Consulting Agreement by and between Venco Compliance, Inc. and
Cathryn Tull d/b/a First Choice Consulting, dated October 1,
2000 (Incorporated by reference to Exhibit 10.17 to the
Registrant's Form 8-K filed with the SEC on October 16, 2000).
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Company has duly caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.
INTERNET LAW LIBRARY, INC.
Date: December 12, 2000 By: /s/ Hunter M.A. Carr
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Hunter M.A.Carr
President and
Chief Executive Officer
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Exhibit Index
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<CAPTION>
EXHIBIT
NO. DESCRIPTION
------- -----------
<S> <C>
2.10 Stock Purchase Agreement by and between Internet Law and Jeremiah
Kane, dated July 27, 2000, as amended by that amendment dated
effective October 1, 2000 (Incorporated by reference to
Exhibit 2.10 to the Registrant's Form 8-K filed with the SEC
on October 16, 2000).
2.11 Stock Purchase Agreement by and between Internet Law and John
McHugh, dated July 27, 2000, as amended by that amendment
dated effective October 1, 2000 (Incorporated by reference to
Exhibit 2.11 to the Registrant's Form 8-K filed with the SEC
on October 16, 2000).
2.12 Stock Purchase Agreement by and between Internet Law and Jack Ben
Ezra, dated July 27, 2000, as amended by that amendment dated
effective October 1, 2000 (Incorporated by reference to
Exhibit 2.12 to the Registrant's Form 8-K filed with the SEC
on October 16, 2000).
2.13 Stock Exchange Agreement by and among Internet Law and all of the
shareholders of Venco Compliance, Inc., a Texas corporation,
dated effective October 1, 2000 (Incorporated by reference to
Exhibit 2.13 to the Registrant's Form 8-K filed with the SEC
on October 16, 2000).
10.17 Consulting Agreement by and between Venco Compliance, Inc. and
Cathryn Tull d/b/a First Choice Consulting, dated October 1,
2000 (Incorporated by reference to Exhibit 10.17 to the
Registrant's Form 8-K filed with the SEC on October 16, 2000).
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