U S WIRELESS DATA INC
8-K, 1996-10-28
CALCULATING & ACCOUNTING MACHINES (NO ELECTRONIC COMPUTERS)
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                       SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C.


                                    FORM 8-K


                                 CURRENT REPORT

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


                        Date of Report: October 28, 1996


                            U.S. WIRELESS DATA, INC.
                     (Exact Name of Registrant as Specified
                                in Its Charter)


         Colorado                  0-22848                  84-1178691
     
(State or other jurisdiction    (Commission File           (IRS Employer
      of incorporation)              Number)               Identification
                                                               Number)




                             5700 Flatiron Parkway
                             Boulder, Colorado 80301
                    (Address of principal executive offices)


Registrant s telephone number, including area code:   (303) 440-5464




                                                       3 Total Pages

<PAGE>

ITEM 5.


     On October 23, 1996 the Board of Directors of U.S. Wireless Data, Inc. (the
Registrant ), announced the resignation of Michael J.  Brisnehan,  the company s
president,  chief executive officer,  and chief financial officer. Mr. Brisnehan
will  continue to serve on the board of  directors.  The Company also  announced
that Rod L.  Stambaugh,  chairman of the board of directors,  vice  president of
marketing and business  development,  and co-founder of U.S.  Wireless Data, has
been appointed president and chief executive officer, replacing Mr. Brisnehan.


<PAGE>


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.



                                   U.S. WIRELESS DATA, INC.



                                   By:                      
     
                                         Rod L. Stambaugh
                                         President & CEO



Dated: October 28, 1996





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