XEROGRAPHIC LASER IMAGES CORP /DE/
8-K, 1998-07-10
COMPUTER PERIPHERAL EQUIPMENT, NEC
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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 Act of 1934


Date of Report:  June 25, 1998    
		     -------------------


               			 XEROGRAPHIC LASER IMAGES CORPORATION
			             ------------------------------------
	       (Exact name of registrant as specified in its charter)

	   
      	   Delaware                1-11236                   51-0319174
	       ------------             ---------                --------------      
(State or other jurisdiction     (Commission              (I.R.S. Employer 
      of incorporation)          File Number)             Identification No.)
					   

101 Billerica Avenue, 5 Billerica Park, North Billerica, MA           01862   
- ------------------------------------------------------------         --------   
          (Address of principal executive offices)                  (Zip 
Code)


                       		 (978) 670-5999 
				      ----------------
	       (Registrant's telephone number, including area code)








	           	     Information to Be Included in the Report
 

Item 1      Changes in Control of Registrant

		Not Applicable

Item 2      Acquisition or Disposition of Assets

            Not Applicable

Item 3      Bankruptcy or Receivership

            Not Applicable

Item 4      Changes in Registrant's Certifying Accountant

            Not Applicable

Item 5      Other Events

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

                10.47.1     Amendment No. 1 to Promissory Note and 		
                       					Agreement Between Oak Technology, Inc.
					                       and Xerographic Laser Images

Item 6     Resignations of Registrant's Directors

           Not Applicable

Item 7     Financial Statements and Exhibits

           Not Applicable          
                
Item 8     Change in Fiscal Year

           Not Applicable                                                 	


		


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.
						
                       		Xerographic Laser Images Corporation  
      	                  ---------------------------------------       
 	              			       (Registrant)
 


Date:  June 25, 1998          By:        /s/ James L. Salerno 
      -----------------          -------------------------------------    
	                           James L. Salerno, Chief Financial Officer   
	                           (Principal Financial and Accounting Officer) 



EXHIBIT 10.47.1
- -------------


AMENDMENT NO. 1
TO
PROMISSORY NOTE AND AGREEMENT
BETWEEN
OAK TECHNOLOGY, INC. AND XEROGRAPHIC LASER IMAGES CORPORATION

	This Amendment to the "Promissory Note and Agreement", dated as of June 
16, 1998, is entered by and between Oak Technology Inc., a Delaware 
corporation ("Oak" herein), as "Lender", and Xerographic Laser Images, a 
Delaware Corporation ("XLI" herein), as "Borrower", and is made with 
reference to the following facts and circumstances:

	A)	On March 31, 1998, OAK and XLI entered into an agreement entitled 
		"Promissory Note and Agreement" (the "Prior Agreement" herein) 	
		pursuant to which XLI could borrow funds from Oak not to exceed a 
		maximum amount of $500,000.00 USD.

	B)	OAK and XLI are desirous of amending the Prior Agreement.

NOW, THEREFORE, in consideration of the promises and convenants hereinafter 
set forth, the parties agree as follows:

	1)	The maximum amount of funds available to be advanced to XLI by 
OAK is increased to $800,000 USD.  All other terms and conditions, as set 
forth in Prior Agreement remains unchanged.

IN WITNESS WHEREOF, the undersigned duly authorized officers of Borrower and 
Lender have executed this Amendment as of the date set forth above.


						By:    /s/ James L. Salerno 
						    ---------------------------------
						Name:  James L. Salerno 
    						    ---------------------------------
						Title:  Chief Financial Officer, XLI 
						    --------------------------------- 


By:   /s/ William L. Siddall 
     -------------------------------
Name:     William L. Siddall 
     -------------------------------
Title:  Vice-President, Pixel Magic 
     -------------------------------    



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