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
Date of Report: February 5, 1998
ENVIRONMENTAL DEVELOPMENT CORPORATION
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(Exact name of registrant as specified in its charter)
NEVADA 33-55254-35 87-0500742
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
3098 So. Highland Drive, Suite 460, Salt Lake City, Utah 84106
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(Address of principal executive offices) (Zip Code)
(801) 485-7775
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Registrant's telephone number, including area code
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ITEM 1 - Changes in Control of Registrant.
1. Persons Acquiring Control:
a. Specialty Coatings Ltd., an Alberta, Canada corporation
b. Mike McCarthy Construction Ltd., a British Columbia, Canada
corporation
c. B.C. Thermal Dynamic Coatings Ltd., a British Columbia, Canada
corporation
d. West Kootnay Lite-Form Ltd., a British Columbia, Canada
corporation
2. Amount and Source of Consideration: 100% of the outstanding common
stock of all of the corporations named in subparagraphs(1)(a-d), above.
3. Basis of Control: The acquiring persons own 70% of all of Registrant's
outstanding voting common stock.
4. Date and Description of Transaction: The acquisition of control
occurred on February 5, 1998, through a reverse merger (all common
stock of acquiring persons was transferred to Registrant solely in
exchange for a part of Registrant's voting common stock) pursuant to
Internal Revenue Code Section 368(a)(1)(B).
5. Percentage of Voting Securities Acquired: 70% of Registrant's voting
securities.
6. Identity of Person from Whom Control Was Acquired: Capital General
Corporation, a Utah corporation.
7. Arrangements for Election of New Directors: Simultaneously, Krista
Nielson and Sasha Belliston, the directors of the Company, resigned
and Arnie Gustafson, Wilford Walker and Marilyn Auriat were elected to
the Board of Directors of the Company, resulting in effective control
of the Company passing to the new board of directors.
ITEM 2 - Acquisition or Disposition of Assets.
1. Date and Manner of Acquisition: See paragraph (4) of Item 1, above.
2. Significant Assets Acquired: Rights to various patents pending, product
designs, and other research and development work-product and
information.
3. Nature and Amount of Consideration Given: 2,800,000 shares (70%) of
Registrant's outstanding voting common stock.
4. Identity of Persons from Whom Assets Acquired: See subparagraphs (1)
(a-d) of Item 1, above.
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ITEM 7 - Financial Statements and Exhibits.
The financial statements and pro forma financial information required
to be submitted with this Form 8-K shall be filed by amendment within 60 days
from the date that this Form is required to be filed.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Environmental Development Corporation, by:
Dated: February 18, 1998 s\ Arnie Gustafson
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Arnie Gustafson, President and Director
