CHINA FOOD & BEVERAGE CO
8-K, 1998-12-18
INVESTORS, NEC
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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 Act of 1934



Date of Report (Date of earliest event reported)........ December 10, 1998


                          CHINA FOOD & BEVERAGE COMPANY
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)



           NEVADA                        0-11734                87-0548148
           ------                        -------                ----------
(State or other jurisdiction of        (Commission         (I.R.S. Employer
 incorporation or organization)         File No.)           Indentification No.)



                8 West 38th Street, 9th Floor, New York, NY 10018
                -------------------------------------------------
              (Address of principal executive offices and Zip Code)


Registrant's telephone number, including area code:  (212)  398-7833
                                                   -------------------

<PAGE>

         ITEM 5.     OTHER EVENTS
         ------

         On December 10,  1998,  the Company  authorized a reverse  split of its
common  stock  on the  basis  of 1 new  share  for  every  100  shares  owned by
shareholders of record.  Fractional  shares will be rounded up to the next whole
share.  The effective  date of the reverse split is December 21, 1998. The total
number of shares issued and  outstanding  before the reverse was 7,364,349.  The
total number of shares issued and outstanding after the reverse is approximately
73,644.


<PAGE>

                                   SIGNATURES


         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.

Date:    December 18, 1998


                                                   CHINA FOOD & BEVERAGE COMPANY
                                                   (Registrant)



                                                   By:/s/ James Tilton
                                                      --------------------------
                                                      James Tilton, President



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