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U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
December 18, 1996
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Date of Report (date of earliest event reported)
CAPITAL 2000, INC.
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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 Commission File IRS Employer Identification
of Incorporation Number Number
P.O. Box 460363, Aurora, Colorado 80015
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Address of Principal Executive Offices, Including Zip Code
Level 17 109 Pitt Street, Sydney NSW 2000 Australia
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Former Address is Changed Since Last Report
(303) 690-6787
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Registrant's Telephone Number, Including Area Code
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ITEM 1. CHANGES IN CONTROL OF REGISTRANT.
On December 18, 1996 a Rescission Agreement was entered into between the
same parties who, on October 18, 1996, entered into a Share Purchase and
Reorganization Agreement. The purpose of the Rescission Agreement was to
rescind the Share Purchase and Reorganization Agreement. In accordance with
the terms of the Rescission Agreement, Dr. R.E. Edwards, P.J. Chapman, R.N.
Harris and Stanley Leo Carroll resigned as directors of the Company, and Dr.
R.E. Edwards and P.J. Chapman resigned as officers of the Company. Timothy J.
Brasel was re-elected as President and sole director of the Company.
In accordance with the Rescission Agreement, the sale and transfer of
1,540,000 shares of the Company's Common Stock was rescinded. As a result of
the rescission the Company's two major shareholders are as follows:
Timothy J. Brasel and Affiliates 884,900 shares 46.6%
Paul H. Dragul 854,900 shares 45.0%
The October Agreement was rescinded because the agreement by which the
Company was going to purchase certain assets relating to the cold vaporization
purification technology from Rainpure Pty. Ltd. was terminated.
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.
CAPITAL 2000, INC.
Dated: February 3, 1997 By /s/ Timothy J. Brasel
Timothy J. Brasel, President
