SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A-2
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): June 25, 1999
HOLMES MICROSYSTEMS, INC.
(Exact Name of Registrant as Specified in Charter)
TEXAS 000-18257 91-1939829
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
57 West 200 South, Suite 310, Salt Lake City, Utah 84101
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (801) 269-9500
Item 7. Exhibits
Exhibit No. Description Page
10.2 Agreement for Assumption of Debt 2
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.
HOLMES MICROSYSTEMS, INC.
Date: September 15, 1999 /s/ Kip Eardley, President
<PAGE>
EXHIBIT 10.2
AGREEMENT FOR ASSUMPTION OF DEBT
Kip Eardley, an individual, and Holmes Microsystems, Inc., a Texas
corporation, ("Holmes") hereby memorialize the oral agreement between the
parties existing as of April 1998, and agree that this written agreement shall
be retroactive to April 1999, as follows:
I. In exchange for the issuance of 610,711 post-split (100 to 1) shares of
common stock of Holmes, to be physically issued in such amount and at such
time as agreed by the parties. Mr. Eardley has assumed and hereby assumes all
of the liabilities of Holmes as set forth in the financial statements of
Holmes for its year ended January 31, 1999 (the "Liabilities"). Mr. Eardley
shall provide, or has provided, the following consideration:
1. Mr. Eardley shall have full and complete authority from Holmes to
settle any and all of the Liabilities.
2. Mr. Eardley shall indemnify Holmes for the outstanding promissory
notes in the principal amount of $84,000 and for the outstanding judgments as
set forth below which Mr. Eardley represents are the only remaining judgements
of Holmes:
Date
Amount Creditor State Entered
A. $2,212 Hancock & Piefort Texas 5/16/94
B. $6,340 Bell, Boyd & Lloyd Utah 1/2/94
C. $6,413 Merit Medical Utah 5/7/93
D. $1,127 Almac/Arrow Utah 11/15/93
E. $5,000 Milgray Electronics Utah 11/15/93
F. $5,270 Forval America Utah 7/7/93
G. $5,761 Epson America Utah 8/10/93
H. $1,782 American Credit Utah 10/24/94
II. The parties to this Agreement, and the representative signing on
behalf of the parties, represent that they have full and complete authority to
bind the parties to, and to be bound by the provision of, this Agreement,
subject to the approval of this Agreement by the shareholders of Holmes.
III. The terms of this Agreement will inure to the benefit of the
respective heirs, administrators, executors, successors and assigns of the
parties hereto.
IV. This Agreement may be amended only by an instrument in writing signed
by the parties.
V. If this Agreement must be enforced in a court of law, the successful
party shall be entitled to an award of it reasonable attorney's fees from the
unsuccessful party.
VI. This Agreement will be governed by and construed in accordance with
the law of the State of Utah, and any action to enforce it shall be brought
only in the State of Utah.
VII. No waiver of any provision of this Agreement shall constitute a
waiver of any other provision of this Agreement.
VIII. If any provision of this Agreement is declared unenforceable by a
court of competent jurisdiction, the validity of the remaining provisions of
the Agreement shall not be affected.
Dated this 15th day of September, 1999.
Holmes Microsystems, Inc.
/s/ Kip Eardley By /s/ Kip Eardley, President
