I STORM INC
8-K, 2000-09-26
BLANK CHECKS
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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                                    FORM 8-K
                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

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      Date of Report (date of earliest event reported): September 22, 2000

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                                  I-STORM, INC.
                    (Formerly Digital Power Holding Company)

             (Exact name of registrant as specified in its charter)
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         NEVADA                          2-93477-D               87-0410127
(State or other jurisdiction      (Commission File Number)    (I.R.S. Employer
    of incorporation)                                        Identification No.)


                       2440 WEST EL CAMINO REAL, SUITE 520
                         MOUNTAIN VIEW, CALIFORNIA 94040
                    (Address of principal executive offices)

       Registrant's telephone number, including area code: (650) 962-5420



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ITEM 5. OTHER EVENTS

I-STORM, INC. ENTERS INTO SERIES D PREFERRED STOCK PURCHASE AGREEMENT WITH
IVISIONARY VENTURES, LLC

I-Storm, Inc. ("I-Storm" or "the Company") has entered into a stock purchase
agreement with iVisionary Ventures, LLC, (" iVisionary Ventures"), a Delaware
limited liability company. iVisionary Ventures is dedicated to creating unique
and profitable technology companies through its two lines of business:
iVisionary Services, a strategic services firm, and iVisionary Fund Management,
a manager of venture capital funds.

Under the terms of stock purchase agreement, iVisionary Ventures or its
designees will acquire 40,817 shares of I-Storm's Series D Cumulative
Convertible Preferred Stock ("Series D Preferred Stock") at a price of $12.25
per share for an aggregate investment of $500,000. The Series D Preferred Stock
is convertible into the Common Stock of the Company at a price of no less than
$2.80 per share and no more than $3.50 per share, based upon the market price of
the Common Stock at the time of conversion. The Company has granted iVisionary
Ventures registration rights on a PARI PASSU basis with other holders of the
Company's Series D Preferred Stock.

EXHIBITS
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EXHIBIT 20         IVISIONARY VENTURES STOCK PURCHASE AGREEMENT

EXHIBIT 20.1       IVISIONARY VENTURES REGISTRATION RIGHTS AGREEMENT





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                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
I-Storm has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                            I-STORM, INC.



Date:  September 25, 2000                   By: /s/ Calbert Lai
                                               ---------------------------------
                                               Calbert Lai,
                                               President


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