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FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Act of 1934
Date of Report (Date of earliest event reported) July 25, 1996
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AMERICAN ENTERTAINMENT GROUP, INC.
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(Exact Name of Registrant as Specified in its Charter)
COLORADO 0-22174 83-0277375
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(State or Other (Commission IRS Employer
Jurisdiction of File Number) Identification No.)
Incorporation
or Organization)
160 Bedford Road, Suite 306
Toronto, Ontario, Canada M5R 2K9
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(Address of Principal Executive Offices, Zip Code)
(416) 920-1919
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(Registrant's telephone number, including area code)
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Act of 1934
Item 1. CHANGES IN CONTROL OF REGISTRANT.
Not Applicable
Item 2. ACQUISITION OR DISPOSITION OF ASSETS.
See Item 5 below.
Item 3. BANKRUPTCY OR RECEIVERSHIP.
Not Applicable
Item 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
Not Applicable
Item 5. OTHER EVENTS
On July 23, 1996, the Registrant entered into a definitive agreement
to acquire all of the assets and certain defined liabilities of 3G
VideoCassette Corporation, a private California company ("3G"). 3G is in the
video reproduction and marketing business. Under the terms of the definitive
agreement, the Registrant will pay a total of $1,500,000US for the assets, with
the sum of $800,000US in cash and the remaining $700,000US in common stock of
the Registrant. The entire cash portion will be used to pay off a loan at
Imperial Bank and may be adjusted based upon the outstanding loan balance. The
amount of common stock to be issued will be valued based upon the average
trading offered price per share of the Registrant for the twenty days prior to
closing. The current management of 3G will become a part of the Registrant's
operations and will sign non-compete agreements as a condition of the
acquisition. The closing of the transaction is scheduled for on or before
September 17, 1996.
Item 6. RESIGNATION OF REGISTRANT'S DIRECTORS.
Not Applicable
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
Not Applicable
Item 8. CHANGE IN FISCAL YEAR.
Not Applicable
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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.
AMERICAN ENTERTAINMENT GROUP, INC.
By: //Joel Wagman//
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Joel Wagman
Chairman
Dated: July 25, 1996