SKYMALL INC
8-K, 2000-07-13
CATALOG & MAIL-ORDER HOUSES
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                       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



                                 JUNE 30, 2000
                                 Date of Report
                       (Date of earliest event reported)



                                  SKYMALL, INC.
               (Exact Name of Registrant as Specified in Charter)

          NEVADA                    000-21657                 86-0651100
     (State or Other           (Commission File No.)         (IRS Employer
       Jurisdiction                                        Identification No.)
     of Incorporation)

                  1520 EAST PIMA  STREET,  PHOENIX,  ARIZONA  85034
          (Address of principal executive offices, including zip code)

                                 (602) 254-9777
              (Registrant's telephone number, including area code)




<PAGE>

ITEM 5. OTHER EVENTS

On July 5, 2000, SkyMall,  Inc.  ("SkyMall" or the "Company")  announced that it
secured  equity  funding  of  approximately   $5.0  million  through  a  private
placement.  SkyMall will issue  approximately 2.5 million shares of common stock
at a price of $2 per share in connection with the transaction.  The funding will
be used by SkyMall for its working capital requirements.

This  Current  Report  on Form 8-K does not  constitute  an offer to sell or the
solicitation of an offer to buy nor shall there be any sale of these  securities
in any state in which such offer, solicitation,  or sale would be unlawful prior
to the registration or qualification under the securities laws of such state.

A copy of the press release  describing the private placement is attached hereto
as Exhibit 99.1.


ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

        (c) Exhibits

              99.1  Press Release dated July 5, 2000


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<PAGE>

                                    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.



                                    SKYMALL, INC.
                                    (REGISTRANT)



Dated: July 12, 2000                By: /s/ Robert M. Worsley
                                        ------------------------------------
                                        Robert M. Worsley
                                        President


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<PAGE>

                                 EXHIBIT INDEX


Exhibit Number      Description
--------------      ------------------------------------------------------------

    99.1            Press  Release  dated  July 5, 2000



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