UNITED STATES
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
July 3, 1996
ARNOX CORPORATION
(Exact name of Registrant as specified in its charter)
Delaware 0 - 14724 06-1094094
(state or other jurisdiction of Commission File # (I.R.S. Employer
incorporation of organization) identification No.)
6550 First Ave. North
St. Petersburg, Florida 33710
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code:
(813) 443 3434
_________________________________________________________________
_
(Former name or former address, if changed since last report).
Item 1. Changes in Control of Registrant.
The stockholders have just ratified the decision of Capston
Network, Co., and the President of Capston Network, Co., Sally
Fonner, to reinstate Arnox Corporation. The stockholders have
further endorsed the Capston Plan for reviving Arnox Corporation,
as set forth in a Proxy Statement mailed to stockholders on June
13, 1996. Accordingly, control of the Registrant has formally
passed to Ms. Sally Fonner. The vote of the stockholders was
3,416,525 shares in favor and 500 shares opposed.
Sally Fonner assumes the positions of President and
Secretary. She will serve without taking any consideration. Her
term is for two years, or until she can find a party willing to
install new management and imbue the Registrant with a new
business, whichever should occur first in time. There are no
other officers of the company. Under Ms. Fonner's direction,
Arnox Corporation will remain a blank check company.
Ms. Fonner's company, Capston Network Co., owns 884 shares
of Arnox Corporation, or .025% of the total shares issued and
outstanding; and Ms. Sally Fonner exercises voting control over
the securities held by Capston Network, Co. Ms. Fonner does not
hold voting control over any other stockholder's securities.
The basis for the change in control occurred through a
polling of the stockholders. A Preliminary and a Definitive Proxy
Statement were filed with the Commission. Definitive Proxy
Statements were mailed on June 13, 1996. These were due back by
July 3, 1996. Although some of the shares held by shareholders
are listed in the street name of a brokerage firm, no requests
were received by any of these brokerage firms to do a mailing to
the beneficial owners of said securities. Hence, it was not
necessary to extend the period for responding to the Proxy
Statement.
No consideration was paid by Ms. Fonner or Capston Network,
Co. to either the Registrant or to any shareholders in the
successful bid to acquire said control. Capston Network did
advance the funds required to reinstate Arnox Corporation,
procure a list of shareholders and then print and mail the proxy
statements. Under this change of control, there has been no
impact upon the holdings of shareholders, and all information
previously reported in the Registrant's prior filings relating to
individuals with 5% or more of the Registrant's outstanding
securities, remains valid and unchanged.
Item 5. Other Events.
Arnox Corporation has decided to change its mailing address.
Formerly, mail was addressed to the corporate office at 6550
First Ave. North, St. Petersburg, Florida 33710. Due to the
volume of mail received in this last proxy statement, Arnox
Corporation has decided to change its mailing address from 6550
First Ave. North, to Arnox Corporation, P.O. Box 41570, St.
Petersburg, Florida 33743-1570. Arnox Corporation has made this
change because of the reduced handling which occurs when it is
received at a Post Office box, which stops at a mail office and
avoids any handling by a route carrier. The Company believes this
will result in fewer delivery errors. In addition, Arnox
Corporation will have access to its mail early in the morning, as
opposed to mid-afternoon.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the
Exchange Act of 1934, the Registrant has duly caused this report
to be signed on its behalf by the undersigned, thereunto duly
authorized.
ARNOX
Corporation
July 3, 1996
By_____________________
Sally Fonner,
President
