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 Event Requiring Report: May 16, 2000
CHINA FOOD AND BEVERAGE COMPANY
(Exact name of registrant as specified in its charter)
Nevada 87-0548148
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(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
8 West 38th St, 9th floor, New York, N.Y. 10018
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(Address of Principal Executive Offices) (Zip Code)
(212) 398-7833
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(Issuer's Telephone Number, Including Area Code)
ITEM 1. CHANGES IN CONTROL OF REGISTRANT
Not Applicable.
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
Not Applicable.
ITEM 3. BANKRUPTCY OR RECEIVERSHIP
Not applicable.
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
Not applicable.
ITEM 5. OTHER EVENTS
On May 16, 2000, Anhui Liu An Beer Company, Ltd., ("the sellers"), from
whom the Company purchased its majority interest in its Chinese brewery in
December 1998 for 4.2 unregistered shares of common stock, claimed that the
Company was in default of its obligations to repurchase or cause to be
repurchased from the sellers, a significant majority of the shares of the
aforementioned common stock or, to provide additional capital to the brewery. As
a result of the alleged default, the sellers refused to provide the Company with
any financial information concerning the operations of the brewery during the
first quarter of 2000 and assumed control of the brewery.
The Company believes that the claims made by the sellers are without
merit. However, as the assets of the brewery are in the Peoples' Republic of
China and the Company has no effective control over the business or the
financial concerns of the brewery, the Company has fully reserved against all of
its assets located in China.
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It is possible that, in addition to taking control of the assets, the
sellers may commence an action against the Company alleging, among other claims,
breach of contract. Conversely, the Company is exploring its options, including
but not limited to, initiating legal action of its own to recover what it
believes to be a wrongful conversion of its assets by the sellers.
ITEM 6. RESIGNATIONS OF DIRECTORS AND EXECUTIVE OFFICERS
Not Applicable
ITEM 7. FINANCIAL STATEMENTS
Not Applicable
ITEM 8. CHANGE IN FISCAL YEAR
Not Applicable
EXHIBITS MAY 16, 2000 NOTICE OF BREACH OF CONTRACT
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Current Report on Form 8-K to be signed on its
behalf by the undersigned hereunto duly authorized.
By /s/ James Tilton,
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James Tilton,President
Date: May 24, 2000
NOTICE OF BREACH OF CONTRACT
US Victoria Beer Company
The investment capital your company should have invested in An Hui Hao Dun Beer
Corporation has not come for a long time, and this has already violated some
articles in Joint venture Management and Enterprise Law of the People's Republic
of China and Investment Capital Management Regulations of the People's Republic
of China for foreign Investors. Based upon the request of the government
executive branches, we shall terminate the joint venture agreement with you and
terminate your right to the joint venture. At the same time we should not
provide financial report to your company.
By: /s/ AN HUI HAO DUN Beer Corporation
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AN HUI HAO DUN Beer Corporation
(SEAL OMITTED)
May 16, 2000
