SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1933
Date of Report: September 3, 1997
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Telco Communications, Inc.
formerly Cody Capital Corporation
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Colorado 33-1933 3-D 84-1073083
(Incorporation) (Commission Number) (IRS Number)
4 Normandy Drive, Kenner LA 70065
(Address of principal executive offices) (Zip Code)
Telephone number: (504) 466-7004
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Item 1. Change of Control of Registrant
General reference is made to the Current Report on Form 8-K dated March 11,
1994. That report documents the emergence of this Issuer from Bankruptcy
proceedings and other matters.
While control of the Registrant has not changed, an understanding has been
reached between Mr. Miller L. Mays III (Mays) and Intrepid International, S.A.
(Intrepid), whereby Intrepid has agreed in principle and secured an option to
acquire 90% of the 47,000,000 shares owned by Mays, or 42,300,000 shares of the
common stock of the Registrant. If and when consummated, this transaction would
result in a change of control of the Issuer.
Item 2. Acquisition or Disposition of Assets
None. General reference is made to the Current Report on Form 8-K dated
March 11, 1994. That report documents the emergence of this Issuer from
Bankruptcy proceedings and other matters. This issuer presently enjoys no assets
or liabilities and is subject to no litigation, claims, enforcements or
proceedings.
Item 3. Bankruptcy or Receivership
General reference is made to the Current Report on Form 8-K dated March 11,
1994. That report documents the emergence of this Issuer from Bankruptcy
proceedings and other matters. This issuer having emerged from Bankruptcy with
no assets or liabilities and subject to no litigation, claims, enforcements or
proceedings, and no business or operations, the Issuer is presently seeking some
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profitable business combination or association, merger, acquisition or
joint-venture to produce corporate profitability and value for current
shareholders.
Item 4. Changes in Registrant's Certifying Accountant
TODD CHISHOLM of Crouch, Beirwolf & Chisholm, 50 West Broadway Suite 1130,
Salt Lake City UT 84101, was reported erroneously as the new independent auditor
of the Issuer. In fact Mr. Chisholm was not consulted and not retained. The new
independent auditor of the Issuer is FRANK CHOVANETZ and Green & McElreath,
Certified Public Accounts, 700 Louisiana, Suite 5200, Houston TX 77002-2733.
There has been no disagreement of any kind or sort regarding any issue arising
from any item of any audit or with respect to any auditor or auditor candidate.
This issuer presently enjoys no assets or liabilities and is subject to no
litigation, claims, enforcements or proceedings.
Item 5. Other Events
On January 15, 1997, a Majority of Shareholders met and resolved to
re-elect existing directors and to elect James G. Mitchell additional Director,
and to authorize a change of the name of the Corporation to Innovest Capital
Sources, Corporation. On the advice of Special Counsel, these actions are deemed
to be informal and advisory only, and not the official acts of the Issuer,
pending approval by Shareholders at a Meeting of Shareholders duly called upon
notice, and further pending appropriate compliance with Section 14 of the
Securities Exchange Act of 1934. Counsel advised that the Board could appoint a
third Director, to serve until the next shareholders meeting.
A Special Meeting of shareholders is now in the process of being noticed
and called, for general reorganizational purposes, to be held as soon as
practicable.
Item 6. Changes of Registrant's Directors
The Current Directors of the Issuer are Miller L. Mays, III; James G.
Mitchell; and Karl E. Rodriguez.
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the date indicated.
July 23, 1997
Telco Communications, Inc.
formerly Cody Capital Corporation
by
_______________________________ ______________________________
Miller L. Mays, III Karl E. Rodriguez
PRESIDENT, DIRECTOR SECRETARY/TREASURER, DIRECTOR
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CROUCH, BIERWOLF & CHISHOLM
[Letterhead]
November 24, 1997
We are pleased to confrm receipt of a copy of Form 8-K dated Spetember 3,
1997, and to confirm that neither I nor this firm have been retained to audit or
have performed any audit functions with respect to the Issuer Innovest Capital
Sources Corporation, formerly Telco Communications, Inc.
/s/ Todd D. Chisholm, CPA
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Todd D. Chisholm, CPA
