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.
December 7, 1998
Date of Report
(Date of earliest event reported)
NIGHTINGALE, INC.
(Exact name of Registrant as specified in its charter)
Utah 33-23429-D 87-044988-8
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State of Commission File No. IRS Employer
Incorporation Identification No.
2232 Eastwood Blvd.
Ogden, Utah 84403
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(Address of principal executive offices)
(801) 479-0742
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(Registrant's telephone number)
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Item 5. Other Events
The Company's Class "A" and Class "B" Common Stock Purchase Warrants are
scheduled to expire on December 31, 1998. Effective December 7, 1998, the
Company's Board of Directors adopted a resolution extending the exercise period
of the Class "A" and Class "B" Warrants to December 31, 1999. The Warrants may
not be exercised until such time as the Company files a Post-Effective Amendment
with the Securities and Exchange Commission, which amendment includes current
financial statements and thereafter until such amendment is declared effective.
Item 7. Financial Statements, Pro Forma Financial Statements and Exhibits.
Attached hereto as an exhibit is a letter from the Company's management to
the Shareholders of the Company notifying them of the extension of the exercise
period of the warrants.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the Registrant
has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
December 14, 1998
NIGHTINGALE, INC.
By: /s/ William Grilz
William Grilz, President
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NIGHTINGALE, INC.
2232 Eastwood Blvd.
Ogden, UT 84403
LETTER TO SUBSCRIBERS
December 17, 1998
Dear Subscriber:
As a purchaser of Units in the Company's public offering, you acquired one
share of common stock, one Class "A" Common Stock Purchase Warrant and one Class
"B" Common Stock Purchase Warrant. The Warrants have been extended on several
occasions and effective December 7, 1998, the Board of Directors extended the
exercise period of both the Class "A" and Class "B" Warrants to December 31,
1999.
The Warrants are not exercisable until the Company finds an acquisition
target, files with the Securities and Exchange Commission a post-effective
amendment to this registration statement and offers all shareholders an
opportunity to rescind their investment in the Company.
The Company is continuing to seek suitable acquisition candidates and
hopes to be able to select a suitable acquisition candidate within the
foreseeable future. We appreciate your continued support.
By Order of the Board of Directors
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