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
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Date of Report (Date of earliest event reported) August 31, 1997
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TOTAL WORLD TELECOMMUNICATIONS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 0-20922 75-2274730
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
3200 North Military Trail, Suite 300, Boca Raton, Fl 33431
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (561) 997-5880
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
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The Company's Chairman, Joseph L. Lents, resigned his position on August
31, 1997. Ms. Loretta A. Murphy, Vice President and Chief Financial Officer of
the Company, had agreed to serve on the Company's Board of Directors on an
interim basis. Mr. Arnold Salinas, Vice President and acting President of the
Houston telecom subsidiary, remains as a board member. Additionally, Vincent
Landis, a Captain in the Miami Police Department, and Carlos Trueba, C.P.A., a
partner in a Miami C.P.A. firm, have been elected to the Board of Directors. The
Company's reorganization and restructuring will be overseen by its Board of
Directors in the absence of election of a President/Chief Executive Officer to
replace Mr. Booth and Mr. Lents. Additionally, the Company has hired an outside
consultant to advise and assist during its restructuring. A group of
stockholders has also been actively involved.
On September 4, 1997, the representatives of the Company were in
Washington, D.C., to attend a hearing with The Nasdaq Stock Market listing
qualifications panel. At that time, the Company presented an update on the
Company's plans for restructuring, noting that several items are uncertain
pending the resolution of a plan in the telecom subsidiary's bankruptcy
proceedings. At the conclusion of the hearing, the panel advised the Company
that their decision as to the status of the Company's continued listing on
NASDAQ would be communicated in five to seven business days. At this date, the
Company has received no notification.
On Friday, September 12, 1997, the Company converted the Bankruptcy case
of its wholly-owned subsidiary, Total National Telecommunications, Inc., from
Chapter 11 to Chapter 7 of the Bankruptcy Code. A Chapter 7 Trustee was
appointed, and he is currently evaluating the situation and available
alternatives.
The Company intends to file its Form 10-QSB for the period ended June 30,
1997 in the immediate future.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
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(a) Exhibits.
None
2
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SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
TOTAL WORLD TELECOMMUNICATIONS, INC.
By: /s/ Loretta A. Murphy
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Loretta A. Murphy
Vice President and
Chief Financial Officer
Dated: September 18, 1997
