FORMULA FOOTWEAR INC
8-K, 1999-08-30
FOOTWEAR, (NO RUBBER)
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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

                                  May 27, 1999
                        (Date of Earliest Event Reported)


                             FORMULA FOOTWEAR, INC.
             (Exact Name of Registrant as Specified in its Charter)

               UTAH                   2-98748                87-0431584
   (State or other Jurisdiction) (Commission File No.) (IRS Employer I.D. No.)

                         5525 SOUTH 900 EAST, SUITE 110
                           SALT LAKE CITY, UTAH 84117
                      (Principal Executive Office Address)

        Registrant's Telephone Number, Including Area Code: (801)262-8844

                          5674 El Camino Real, Suite K
                               Carlsbad, CA 92008
          (Former Name or Former Address, if Changed Since Last Report)




<PAGE>



Item 1.   Changes in Control of Registrant.

     On May 27, 1999 the  Registrant's  officers and directors  attained control
through the  issuance of stock for  compensation  for  services  provided to the
Registrant.   In  conjunction  with  this  change  in  control,  the  Registrant
effectuated a reverse split of its outstanding  voting  securities on a basis of
533 for one,  effective May 30, 1999,  while  retaining  the current  authorized
capital  and par value,  with  appropriate  adjustments  in the  stated  capital
accounts and capital surplus accounts;  provided, that no stockholder,  computed
on a per stock certificate record basis on the effective date hereof,  currently
owning 100 or more  shares  shall be reduced to less than 100 shares as a result
of the reverse split and that no stockholder  owning less than 100 shares,  on a
stock certificate  record basis on the effective date hereof,  shall be affected
by the reverse split;  such additional shares required to provide the minimum of
100 shares to be conveyed to the shareholders  will be issued by the Registrant;
and provided,  further,  that all  fractional  shares shall be rounded up to the
nearest whole share, and that these shares shall be provided by the Registrant.

Item 2.   Acquisition or Disposition of Assets.

          None; not applicable.

Item 3.   Bankruptcy or Receivership.

          None; not applicable

Item 4.   Changes in Registrant's Certifying Accountant.

     Jones Jensen & Company,  LLC,  Certified Public  Accountants,  of Salt Lake
City,  Utah,  have  been  retained  to audit  the  financial  statements  of the
Registrant  as of June 25, 1999.  The  Registrant  has been unable to locate the
previous auditor, Coleman & Grant, of Newport Beach, California who last audited
the  Registrant's  financial  statements  the fiscal year ended March 31,  1988.
There were no disagreements between the Registrant and the previous auditor, the
Registrant  has had no  activity  since  1989,  and the  auditor  has since then
relocated and has not been located.

Item 5.   Other Events.

          None; not applicable.

Item 6.   Resignations of Directors and Executive Officers.

     Galo Lebron the Registrant's previous President resigned December 31, 1989.
Jeff Skeen the  Registrant's  previous  Secretary  resigned  March 21, 1999. New
officers  have  been   appointed  to  fill  the   vacancies   created  by  these
resignations.

Item 7.   Financial Statements and Exhibits.

          Financial Statements.
          ---------------------

          None; not applicable.

          Exhibits.
          ---------

          None; not applicable

Item 8.   Change in Fiscal Year.

          None; not applicable.



                                   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 hereunto duly authorized.

                                      FORMULA FOOTWEAR, INC.


Date:                               By  /S/JAMES DOOLIN
     ---------------                --------------------------------------
                                    JAMES DOOLIN, PRESIDENT AND DIRECTOR



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