MILLENIUM ELECTRONICS INC
8-K/A, 1997-04-18
BLANK CHECKS
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                      SECURITIES AND EXCHANGE COMMISSION

                            WASHINGTON, D.C. 20549

                                  FORM 8-K/A

                                CURRENT REPORT


                      Pursuant to Section 13 or 15(d) of The Securities Exchange
                     Act of 1934.



                                 March 17, 1997
               Date of Report (Date of earliest event reported)


                         BEACON CAPITAL INVESTMENT, INC.
            (Exact name of Registrant as specified in its charter)


                     Delaware                33-45838-   36-3729989
                     State of            Commission FiIRS Employer
                   Incorporation                      Identification No.



                        330 East Main Street, Suite 201
                           Barrington, Illinois 60010
                   (Address of principal executive offices)

                                (847) 516-2900
                        (Registrant's telephone number)



<PAGE>




Item 5.  Other Events

      The Company's  outstanding Common Stock Purchase Warrants (the "Warrants")
which were sold as part of the Units offered and sold in the  Company's  initial
public offering, are scheduled to expire on March 31, 1997.. Effective March 17,
1997, the Company's Board of Directors  adopted  resolutions  which extended the
exercise period of the remaining  one-half of the Warrants owned by each Warrant
holder to June 30, 1997.

      There can be no assurance that these Warrants will ever become exercisable
before they expire.  The exact number of shares which may be purchased  upon the
exercise of the Warrants is subject to rounding as described above.

      The Warrants may not be exercised  until such time as the Company  files a
post-effective amendment to its registration statement, which amendment contains
updated  financial  statements and  thereafter  until such amendment is declared
effective by the Securities and Exchange Commission.


                                  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: March 31, 1997                     BEACON CAPITAL INVESTMENT, INC.


                                          By /s/ Douglas P. Morris
                                                 Douglas P. Morris
                                                 President

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