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UNITED STATES
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): November 5, 1997
UNITED SHIELDS CORPORATION
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(Exact name of registrant as specified in its charter)
Colorado 33-11062-D 84-1049047
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(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) file number) Identification No.)
655 Eden Park Drive, Cincinnati, Ohio 45202
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(Address of principal executive offices)
Registrant's telephone number, including area code (513)241-7470
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ITEM 5. OTHER EVENTS
On November 5, 1997, United Shields Corporation issued a press release
pursuant to the Rule 135c safe harbor for reporting issuers announcing that it
proposes to make an unregistered offering of up to 2,000,000 shares of its
common stock at a price of $4.00 per share. A copy of the press release is
attached as an exhibit to this Form 8-K.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements of Business Acquired
Not applicable.
(b) Pro Forma Financial Information
Not applicable.
(c) Exhibits
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Filed Herewith
(Page No.)
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99 Press Release issued November E-1
5, 1997
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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, thereunto duly authorized.
UNITED SHIELDS CORPORATION
By: /s/ T. J. Tully
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T. J. Tully, Chairman of the Board and CEO
Date: November 4, 1997
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Exhibit 99
CONTACT: FOR IMMEDIATE RELEASE
T.J. Tully Dino Pelle or Deb Freitag
United Shields Corp. Martiny Public Relations
(513) 241-7470 (513) 489-4600
CINCINNATI, OHIO, NOVEMBER 5, 1997 - United Shields Corporation (NASDAQ
BB:UNSC), a Cincinnati-based holding and marketing company, today announces that
it proposes to make an unregistered offering of up to 2,000,000 shares of its
common stock at a price of $4.00 per share. The Company plans to offer and sell
Shares directly to investors and may also use brokers and placement agents in
connection with the offering. The primary purpose of the offering is to fund
acquisitions. The securities offered have not been and will not be registered
under the Securities Act of 1933 or under any state statute and may not be
offered or sold in the United States absent registration or an exemption
therefrom. This communication is issued under the Rule 135c safe harbor for
reporting issuers and shall not constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any sales of these securities in any state
in which such offer, solicitation or sale would be unlawful.
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