GOLF VENTURES INC
8-K, 1997-11-26
REAL ESTATE
Previous: BOOTS & COOTS INTERNATIONAL WELL CONTROL INC, 10QSB/A, 1997-11-26
Next: DEKALB GENETICS CORP, DEF 14A, 1997-11-26



                       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 25, 1997



                               Golf Ventures, Inc.
- --------------------------------------------------------------------------------
              Exact name of registrant as specified in its charter



        Utah                             0-21337               87-0403864
- --------------------------------------------------------------------------------
 State or other jurisdiction           Commission           IRS Employer ID#
  of incorporation                                                          
                                                                           


             345 North 2450 East, Suite 125, St. George, Utah 84790
- --------------------------------------------------------------------------------
               Address and zip code of principal executive offices



                                  801-628-8142
- --------------------------------------------------------------------------------
                          Registrant's telephone number



<PAGE>

Item 1.   Changes in Control of Registrant 

     See Item 2.

Item 2.   Acquistion or Disposition of Assets 

     On November 25, 1997, the  management of Golf  Ventures, Inc. received  the
final closing documents making effective Golf Ventures' acquisition of U.S. Golf
Communities,  Inc.  in  a  reorganization  transaction  which  resulted  in  the
shareholders  of U.S.  Golf  receiving 81% of the equity  securities  and voting
power of Golf  Ventures.  Golf  Ventues  created  a new  series  of  convertible
preferred  stock,  Series D, and  exchanged  approximately  7,700,000  shares of
Series  D  Preferred  Stock  for  all of the  outstanding  stock  of  U.S.  Golf
Communities.  Inc. Each share of Series D preferred  stock is  convertible  into
four (4) shares of common stock of Golf Ventures. In the meantime, each share of
Series D preferred  stock has four (4) votes in any vote of common  stockholders
of Golf Ventures.

<PAGE>

         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.

                                            GOLF VENTURES, INC.


                                            /s/ Duane H. Marchant 
                                            ----------------------------
                                            Duane H. Marchant, President


DATED:  November 25, 1997





© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission