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
September 30, 1997
Date of Report (Date of earliest event reported)
D-LANZ DEVELOPMENT GROUP, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 0-5367 11-1717709
(State or other jur- (Commission (IRS Employer
isdiction of incor- File Number) Identification No.)
poration)
400 GROVE STREET, GLEN ROCK, NJ 07452
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (201) 457-1221
(Former name or former address, if changed since last report.) No change.
<PAGE>
Item 1. Change in Control of Registrant
(a) The Registrant has not had a change in control. However, the nature of that
control previously in place has changed. The President and sole director of the
Company, Roger Fidler, now owns over 60% of the voting stock of the Registrant
by virtue of the acquisition of certain assets described herein below. See Item
2. (b) There are no arrangements by which a change in control will occur in the
future.
Item 2. Acquisition of Assets
On September 30, 1997, the Registrant acquired the assets of Health
Technologies International, Inc. ("HTI"), a private New Jersey corporation, in
exchange for 8,448,606 shares of the Registrant's common stock. The primary
assets of HTI are two vehicles and an exclusive license to manufacture, market
and sell a breast abnormality indicator in Chile and Singapore. This product,
with FDA marketing clearance in place, is presently manufactured in the United
States by HumaScan, Inc., a NASDAQ listed corporation which has recently
announced a December, 1997 launch date. The Registrant and HumaScan are
unrelated. In the United States HumaScan has a marketing arrangement with
Physician Sales and Service, Inc., one of the largest medical product
distributors in the United States, which plans to sell the device under the
trademark "BreastAlert".
HTI was controlled by Roger Fidler, President of the Registrant.
The Asset Acquisition Agreement is attached hereto as Exhibit 1.
Item 3. Bankruptcy or Receivership
Not applicable.
Item 4. Changes in Registrant's Certifying Public Accountant.
Not applicable.
Item 5. Other events.
None reported.
Item 6. Resignations of Registrant's Directors
Not applicable.
Item 7. Financial Statements, Pro Forma Financial Information and
Exhibits.
The financial statements giving effect to the acquisition are attached
hereto as Exhibit 2.
Item 8. Change in Fiscal Year
Not applicable
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has caused this report to be signed on its behalf the undersigned
hereunto duly authorized.
Date: November 3, 1997
D-LANZ DEVELOPMENT GROUP, INC.
BY:_/s/ Roger L. Fidler_
Roger L. Fidler
President
<PAGE>
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<LEGEND>
This schedule contains summary financial information extracted from
financial statements for the nine month period ended September 30, 1997 and is
qualified in its entirety by reference to such financial statements.
</LEGEND>
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<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
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0
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