INTERNATIONAL AMERICAN HOMES INC
8-K, 1999-10-28
OPERATIVE BUILDERS
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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 Exchange Act of 1934

       Date of Report (Date of earliest event reported): October 28, 1999

                       INTERNATIONAL AMERICAN HOMES, INC.
                       ----------------------------------
               (Exact name of registrant as specified in charter)

Delaware                           0-13800                  22-2472608
- --------                           -------                  ----------
(State or other                    (Commission              (IRS Employer
jurisdiction of                    File Number)             Identification No.)
incorporation)

9950 Princess Palm Ave., Suite 112, Tampa, FL                   33619
- ---------------------------------------------                   -----
(Address of principal executive offices)                        (Zip Code)

Registrant's telephone number, including area code (813) 664-1100

                                       N/A
          -------------------------------------------------------------
          (Former name or former address, if changed since last report)
<PAGE>

                                                                               2

Item 5.  Other Events.

         On October 28, 1998, the Registrant issued the press release attached
hereto as Exhibit 99.1 and incorporated herein by reference.

Item 7.  Financial Statements and Exhibits

         (a)      Financial statements of business acquired.

                  N/A

         (b)      Pro forma financial information.

                  N/A

         (c)      Exhibits

                  Exhibit       Description
                  -------       -----------
                   99.1         Registrant's Press Release, dated as of October
                                28, 1999.
<PAGE>

                                                                               3

                                   Signatures


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

Date: October 28, 1999

                                     INTERNATIONAL AMERICAN HOMES, INC.


                                     By: /s/ Robert I. Antle
                                         -------------------
                                         Robert I. Antle
                                         Executive Vice President, Treasurer and
                                         Chief Financial Officer
<PAGE>

                                                                               4

                                  EXHIBIT INDEX

             Exhibit       Description
             -------       -----------
              99.1         Registrant's Press Release, dated as of October
                           28, 1999.


                                                                               5

EXHIBIT 99.1
- ------------

                                                           PRESS RELEASE
                                                           For Immediate Release

                       INTERNATIONAL AMERICAN HOMES, INC.
            DETERMINATION OF THE PRICE TO BE PAID IN LIEU OF ISSUING
                                FRACTIONAL SHARES

Tampa, Florida -- October 28, 1999 --- International American Homes, Inc.
(OTC:1AHM)

A proposal to amend the Company's Restated Certificate of Incorporation to
effect a 1 for 500 reverse stock split and to provide that the price to be paid
in lieu of issuing fractional shares to any International American Homes Inc.
("IAH") stockholder, who, following the reverse stock split, would hold less
than one share of IAH Common Stock of record in any discrete account will be
considered and acted upon at the Annual Meeting of Stockholders of IAH to be
held on November 16, 1999.

The price to be paid for fractional shares shall be an amount equal to the
greater of (i) $5.40 and (ii) the weighted average trading price per share of
all IAH Common Stock sold during the period beginning January 1, 1999 and ending
on the twelfth business day next following the date of the mailing of the Notice
of Annual Meeting (the "notice"). The notice was mailed on October 11, 1999.

The weighted average trading price for the period January 1, 1999 through
October 27, 1999 was $5.13. Accordingly, the price to be paid for fractional
shares if the reverse stock split proposal is approved will be $5.40.


                                     CONTACT
                    Robert I. Antle, Chief Financial Officer
                               Tel. (813) 664-1100
                               Fax (813) 622-6813


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