<PAGE> 1
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) April 18, 1997
-------------------------------
THE VILLAGE GREEN BOOKSTORE, INC.
- -------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Charter)
NEW YORK 16-1181167
- -------------------------------------------------------------------------------
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
1357 MONROE AVENUE, ROCHESTER, NEW YORK 14618
- -------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (716) 442-1151
----------------------------
- -------------------------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
<PAGE> 2
ITEM 5. OTHER EVENTS.
On April 18, 1997, the Company issued the following press release:
ROCHESTER, NEW YORK - APRIL 18, 1997 - The Village Green Bookstore, Inc. (the
"Village Green") announced today that it has reached an agreement in principle
with CD Titles, Inc. and an underwriter, whereby the Village Green will be
merged into a subsidiary of CD Titles, Inc. The new corporation created as a
result of the merger plans to issue and sell $5,000,000 of its Common Stock to
the public. The agreement in principle is subject to the customary
contingencies, including due diligence by the parties, Shareholder approval and
market factors. Upon execution of a definitive agreement, the Company plans to
submit the proposed merger to its Shareholders for approval.
Ray Sparks, the Village Green's Chairman of the Board and Chief
Executive Officer, stated: "It is the Company's belief that the proposed merger
and offering is the best possible way to serve the interests of our Creditors
and Shareholders. For the last eighteen months the Company has been focusing
much of its efforts on paying off its debt while being challenged in the
bookstore retail environment by the major expansion of the superstores."
The Village Green owns and operates four retail bookstores in New York
and Pennsylvania and two Kideology(TM) stores in New York. The Village Green's
Common Stock is traded on the National Association of Securities Dealers, Inc.
Over-the-Counter Bulletin Board.
<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 hereunto duly authorized.
THE VILLAGE GREEN BOOKSTORE, INC.
Date: April 28, 1997 By: /s/ Raymond C. Sparks
------------------------------
Name: Raymond C. Sparks
Title: President and Chief
Executive Officer
