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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) June 11, 1996
AMERICAN ENTERTAINMENT GROUP, INC.
(Exact Name of Registrant as Specified in its Charter)
COLORADO 0-22174 83-0277375
(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
(Address of Principal Executive Offices, Zip Code)
(416) 920-1919
(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 herein.
Item 3. BANKRUPTCY OR RECEIVERSHIP.
Not Applicable
Item 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
Not Applicable
Item 5. OTHER EVENTS
On June 10, 1996, the Registrant entered into a letter of intent to
acquire all of the assets of 3G VideoCassette Corporation, a
private California company (3G). 3G is in the video reproduction and
marketing business. The Registrant will pay a total of $1,500,000US
for the assets, with the sum of $750,000 in cash or assumption of
existing bank debt and the sum of $750,000 in common stock of the
Registrant. The amount of common stock to be issued will be valued
based upon the average trading offered price per share for the twenty
days prior to closing. The current management of 3G will become a part
of the Registrant's operations and will agree to sign non-compete
agreements. The definitive agreement and closing, which are
subject to due diligence by both parties, a fairness opinion as to the
assets, and appropriate Board of Directors and regulatory approvals,
are anticipated to take place by June 30th and September 15th,
respectively.
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: /s/ Joel Wagman
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Joel Wagman
Chairman
Dated: June 11, 1996
