ADVANCED PROMOTION TECHNOLOGIES INC
8-K, 1996-12-10
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                                  UNITED STATES
                       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

                                 AUGUST 15, 1996
                       -----------------------------------
                        (Date of earliest event reported)


                      ADVANCED PROMOTION TECHNOLOGIES, INC.
                    ----------------------------------------
             (Exact name of registrant as specified in its charter)


        DELAWARE                                        65-0017135
- -------------------------------                     -----------------------
(State or other jurisdiction of                      (I.R.S. Employer
incorporation or organization)                       Identification No.)


                                     0-19326
                                  ------------
                            (Commission File Number)


                              3001 S.W. 10TH STREET
                             ----------------------- 
                          POMPANO BEACH, FLORIDA 33069
                    (Address of principal executive offices,
                               including zip code)


                                 (954) 969-3000
                                ----------------
              (Registrant's telephone number, including area code)


<PAGE>



Item 5         Other Events and Exhibits

               Resignations from the Board of Directors: Mr. David Ingwersen
               resigned from the Board on October 30, 1996. Mr. Scott
               Christensen resigned from the Board on November 8, 1996.

               Elected to the Board of Directors: Mr. Jack Clemens, President
               and principal owner of Clemens' Markets, accepted his election to
               the Board on November 13, 1996. Clemens' Markets is Advanced
               Promotions Technologies, Inc. largest customer. Mr. Jim Pedersen
               accepted his election to the Board on December 2, 1996.

               Exhibit 99.1   News release dated August 15, 1996.

<PAGE>



                                   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.


Dated:  December 5, 1996


                             ADVANCED PROMOTION TECHNOLOGIES, INC.
                             ---------------------------------------
                                       (Registrant)

                             By:       /S/GEORGE H. HARRISON
                                 -----------------------------------
                                       George H. Harrison
                                            PRESIDENT
                                   (Principal Executive Officer) 



                                                                 EXHIBIT 99.1


ADVANCED PROMOTION
TECHNOLOGIES, INC
[LOGO]                                                          PRESS RELEASE
                                                        FOR IMMEDIATE RELEASE

                                         CONTACT: JESSE GRANT  (954) 969-3003
                                     ADVANCED  PROMOTION TECHNOLOGIES,   INC.
                               3001 S.W. 10TH STREET, POMPANO BEACH, FL 33069



                      ADVANCED PROMOTION TECHNOLOGIES, INC.
                         FILES FOR CHAPTER 11 PROTECTION



Pompano Beach, FL, August 16, 1996 -- Advanced Promotion Technologies, Inc.,
(OTCBB:APTZ), developer and marketer for the Vision Value Network /trademark/,
an electronic marketing and financial services network for supermarkets, today
announced that is has filed with the United States Bankruptcy Court for the
Southern District of Florida for Chapter 11 protection under the U.S. Bankruptcy
Code.

The Company requires additional financing in the near term to continue
operations. The Company is currently engaged in an effort to obtain
Debtor-in-Possession Financing. The Company is unable, at this time, to
speculate on the impact of such filing to existing shareholders.

If adequate funds are not available in a timely manner, the Company's business
will be materially and adversely affected, and it will be forced to cease
operations. There can be no assurance that additional financing will be
available or, if available, that it will be approved by the bankruptcy court.





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