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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: March 26, 1998
TECHNICAL VENTURES INC.
[Name of Registrant]
New York 33-2775-A 13-3296819
[State of Incorporation] [Commission File] [IRS Ident. No.]
3411 McNicoll Ave., Unit 11, Scarborough, Ontario, Canada M1V 2V6
[Address of Principal Executive Offices]
Registrant Telephone No. 416/299-9280
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ITEM 5. OTHER IMPORTANT EVENTS
(a) The Company has reached an agreement (which is documented in a
"Letter of Understanding") with Dow Chemical Canada Inc. and The Dow
Chemical Company ("Dow"), as the case may be, in the matter of
resolving the outstanding Term Debt owed by the Company's subsidiary
Mortile Industries Ltd. ("Mortile") to Dow Chemical Canada Inc.
Detailed terms will be covered in a binding settlement agreement now
being prepared.
The Company has agreed that Mortile will transfer to Dow, title and
ownership in it's exiting intellectual property rights (including
all know-how, patents and patent applications) which relate to
halogen free, flame retardant thermoplastic composition technology
and smelt filler technology (the technology).
Dow will execute and deliver an Acknowledgement and Release,
satisfying the Term Debt; releasing Mortile from its relative
obligations under the Term Debt and accrued interest ($1.052 Million
Canadian). As well, guarantees made by both Technical Ventures Inc.
and a shareholder of the Company.
The Company, in return, will acknowledge that the Term Debt has been
cancelled with its consent and release Dow from their obligations
under the License Agreement dated February 19,1992, and which was
previously filed as an exhibit.
Dow will also provide the Company with a non-exclusive, non
transferable, royalty free world-wide license for use of the
technology; with Dow having access on at least a non-exclusive basis
to improvements which the Company may make in the exercise of this
license.
The Company feels that this agreement can be concluded on or about
March 31, 1998 thereby enabling the positive financial reflection of
the agreement in the Company's third quarter report, 10-QSB , at
March 31, 1998. However there can be no assurance as to execution
of this agreement, by that date.
(b) The Company's auditors are currently finalizing the required two
year audit for financial years ending June 30, 1996 and 1997
respectively. It is hoped that the audit report will be completed
and filed with The Securities Exchange Commission on or before
March 31, 1998. However there can be no assurance of this.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
AND EXHIBITS
(a) Not applicable
(b) Not applicable
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SIGNATURE
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 authorised.
TECHNICAL VENTURES INC.
(Registrant)
Larry R. Leverton
_________________________
Larry R. Leverton
Chief Financial Officer
Dated: March 26, 1998
