JUNIPER GROUP INC
8-K, 1998-05-19
INSURANCE AGENTS, BROKERS & SERVICE
Previous: WESTERN ASSET TRUST INC, 497, 1998-05-19
Next: MONACO FINANCE INC, DEF 14A, 1998-05-19





                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                 _______________


                                  F O R M 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) ..................................            May 18, 1998


                             JUNIPER GROUP, INC.
     ......................................................................
               (Exact name of registrant as specified in charter)


         New York                     0-19170                    11-2866771
 ..............................................................................
(State or other jurisdiction    (Commission File Number)    (IRS Employer
  of incorporation)                                          Identification No.)


111 Great Neck Road, Great Neck, New York                 11021
 ..............................................................................
(Address of principal executive offices)                (Zip Code)



Registrant's telephone number, including area code:         (516) 829-4670


                                       N/A
 ..............................................................................
             (Former name or address, if changed since last report)



<PAGE>




Item 5.  Other Items
         -----------



     On May 6, 1998,  the Board of  Directors of Juniper  Group,  Inc., a Nevada
corporation  (the  "Registrant"),  approved a one for fifty reverse stock split,
effective at the close of business on May 18, 1998.  As of the  Effective  Date,
the  aggregate  number  of  shares of stock  that the  Registrant  will have the
authority to issue is  6,875,000  shares,  par value $.001 per share,  of which,
6,000,000  shares  shall be designed as Common  Shares and 875,000  shares,  par
value $.10 per share, shall be designated as Preferred Shares.




Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
        ------------------------------------------------------------------

        (c)  Exhibits

             2.1 Certificate of Amendment to the Certificate of Incorporation
             of Juniper Group, Inc. dated May 8th, 1998.

<PAGE>



                                    SIGNATURE




     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, thereunto duly authorized.


                              Dated: May 18, 1998


                                         JUNIPER FEATURES, LTD.


                                         By: /s/ Vlado P. Hreljanovic
                                            __________________________      
                                             Vlado Paul Hreljanovic
                                             Chairman




                                 EXHIBIT INDEX
                                 -------------


Exhibit No.         Description
- -----------         -----------

  2.1               2.1  Certificate  of  Amendment  to the  Certificate  of
                    Incorporation of Juniper Group, Inc. dated May 8th, 1998.
 



                            CERTIFICATE OF AMENDMENT

                                       OF

                          CERTIFICATE OF INCORPORATION

                                       OF

                               JUNIPER GROUP, INC.

     Pursuant to the Provisions of Nevada Revised Statutes, Title 7, Chapter 78,
it is hereby certified that:

     FIRST: The name of the corporation  (hereinafter  called the "Corporation")
is Juniper Group , Inc.

     SECOND:  The aggregate  number of shares of stock that the  Corporation  is
authorized to issue is 300,875,000  shares,  of which  300,000,000  shares,  par
value $.001 per share, are designated as Common shares (the "Common Shares") and
875,000  shares,  par value $.10 per share,  are designated as preferred  shares
(the "Preferred Shares").

     THIRD: The Board of Directors of the Corporation duly adopted the following
resolution on May 6, 1998:

     RESOLVED,  that the Articles of Incorporation of the Corporation be amended
by striking out the first sentence of Article FOURTH thereof and by substituting
in lieu of said sentence the following:

     Effective  as of 5:00 p.m.,  Eastern  Standard  Time,  on May 18, 1998 (the
     "Effective Date"), all outstanding Common Shares of the Corporation held by
     each holder of record on the Effective Date shall be automatically combined
     at the rate of one share for each 50 outstanding shares without any further
     action on the part of the holders thereof or the Corporation. No fractional
     shares  shall be issued;  all  fractional  shares shall be increased to the
     next higher whole number of shares. Effective as of the Effective Date, the
     aggregate  number of shares of stock  that the  Corporation  shall have the
     authority to issue is 6,875,000  shares,  of which  6,000,000  shares,  par
     value $.001 per share,  shall be  designated  as Common Shares (the "Common
     Shares") and 875,000 shares,  par value $.10 per share, shall be designated
     as Preferred Shares (the "Preferred Shares").

     FOURTH: The amendment of the Certificate of Incorporation  herein certified
has been duly adopted by the Board of Directors of the Corporation in accordance
with the  provisions  of Section  207 of the  chapter  78 of the Nevada  Revised
Statutes.


Signed on May 6, 1998



                               By:/s/ Vlado P. Hreljanovic
                                  ------------------------             
                                  V. Paul Hreljanovic, President



                               By:/s/ Yvonne T. Paultre  
                                  ---------------------  
                                  Yvonne T. Paultre, Secretary




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