OHIO & SOUTHWESTERN ENERGY CO
8-K, 1998-09-10
BLANK CHECKS
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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 Report: September 10, 1998


                     THE OHIO & SOUTHWESTERN ENERGY COMPANY
             (Exact name of registrant as specified in its charter)




    COLORADO                        33-28188                 84-1116458
- --------------------------------------------------------------------------------
(State or other                     (Commission             (IRS Employer
jurisdiction of                     File Number)             Identification No.)
incorporation)

ADDRESS:

650 W. GEORGIA STREET, #450, VANCOUVER, B.C., CANADA                   V6B 4N8
- --------------------------------------------------------------------------------
(Address of principal executive offices)                             (Zip Code)

Registrant's telephone number, including area code:(604) 684-8662




<PAGE>



Item 1.  CHANGES IN CONTROL OF REGISTRANT

                  None.

Item 2.  ACQUISITION OR DISPOSITION OF ASSETS

                  None.

Item 3.  BANKRUPTCY OR RECEIVERSHIP

                  None.

Item 4.  CHANGES IN REGISTRANTS CERTIFYING ACCOUNTANT

                  None.

Item 5.  OTHER EVENTS


                  The  Company  has   completed  its   acquisition   of  CanArab
Technology, Inc., a Yukon corporation, in consideration of issuance of 5,950,000
shares of common stock.

                  The Company  has,  as part of its  acquisition,  obtained  the
design and  business  plan to build a shrimp  and  seafood  processing  plant in
Rostock,   Germany.   The  Company  has  estimated  that  the  plant  will  cost
approximately $40 million and will take two years to build. The Company does not
now have  financing  in place  for the  project.  The  Company  intends  to seek
economic  development  incentives  from  the  German  government,  private  loan
financings,  and private equity  placements in the project,  in order to finance
the project.

                                SELECTED LOCATION

                  The planned  facility --- the Rostock shrimp  processing plant
- --- is located in the near-port industrial estate in Rostock, Germany.

                  The large city of Rostock with about  250,000  inhabitants  is
situated  approximately  250 km.  in the north of  Berlin  and is the  center of
shipbuilding, port and fish processing industries and forms an important traffic
junction  in the  Baltic Sea area.  The  selected  location  "port area east" in
Rostock  seems  to be  very  suitable  corresponding  to the  following  general
description.  This area is very well connected with the existing traffic system.
The distance to the highway is 1 km and 10 minutes to the  container  port.  The
location  provides for smooth logistics for raw products as well as for finished
products.  The suburban  train system near the area will provide  transportation
for plant laborers.

                  The  designed  complex of buildings is divided into a storage
area for reception and dispatch of goods, a process complex with a production 
hall,  a  preparation line, a  store, and  support facilities for  technical
functions as well as a staff and administration area. 

<PAGE>



All building areas are interconnected by a common gallery with an upper floor
for centralized distribution of services.  Up to 300 employees will be utilized
in the plant in two shifts.

                  The plant was designed for  processing of all sizes of shrimp
to guarantee high flexibility in purchase of raw material.

                             a) RAW MATERIALS INPUT

                  The design of the plant is based on the production capacity of
14,750 tons per year, with raw material  (shrimp)  delivery by refrigerator ship
of 2,500 tons every 2 months.  Storage capacity is calculated at 6,400 tons. The
reserve of 1,400 tons of frozen material guarantees continuous production input.

                           b) PRODUCTION - PREPARATION

      The daily production will be 59 tons of shrimp.

         The shrimp plant will have processing lines for:

              1.       cooking, reglazing, and repacking individual quick frozen
                       (I.Q.F.) shrimps

              2.       processing line for block frozen shrimps, including
                       cooking and glazing

              3.       packing line

              4.       breading, frying and packing line

              5.       dough, baking and packing line

              6.       aspic line including packing

              7.       line for mayonnaise & marinade products

                  The Company does not know when or if it will negotiate funding
for the project, nor does it know when construction will commence.

Item 6.  RESIGNATION OF DIRECTORS AND APPOINTMENT OF NEW DIRECTORS

                  None.

Item 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL STATEMENTS & EXHIBITS

         a.       Financial Statements -   None

         b.       Exhibits - None




<PAGE>


                                   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 thereunto duly authorized.

Date: September 10, 1998                 The Ohio & Southwestern Energy Company



                                         By:/s/Ralph Shearing
                                         --------------------------------------
                                                  President



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