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 (Date of earliest event reported) August 3, 1998
U.S. Wireless Data, Inc.
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(Exact name of registrant as specified in its charter)
Colorado 0-22848 84-1178691
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(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification No.)
of incorporation)
2200 Powell Street, Suite 450, Emeryville, California 94608
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (510) 596-2025
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(Former name or former address, if changed since last report.)
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Item 5. Other Events.
FILING OF AMENDMENT NO. 2 TO REGISTRATION STATEMENT ON FORM
SB-2 AND EFFECTIVENESS OF REGISTRATION STATEMENT WITH THE SEC
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On August 3, 1998, U.S. Wireless Data, Inc. (the "Company") filed Amendment
No. 2 to its Registration Statement on Form SB-2 (SEC File No. 333-52625) with
the United States Securities and Exchange Commission (the "SEC"). The
Registration Statement is being effected to register a total of 7,240,356 shares
of Common Stock (the "Shares"). The Shares are being registered and will be
offered for sale by certain holders of the Company's securities. None of the
Shares are being sold by the Company and the Company will not receive any
proceeds from sales of the Shares.
The disclosure contained in Amendment No. 2 to the Registration Statement
on Form SB-2 is incorporated by reference in this Report and supersedes any
prior disclosure made by the Company to the extent that such prior disclosure is
inconsistent with the disclosure contained in Amendment No. 2 to the
Registration Statement. See Exhibit 99.1 to this Report on Form 8-K.
The SEC declared the Registration Statement effective on August 7, 1998, at
12:00 Noon, Eastern Daylight Time. It is expected that sales of the shares
included in the Registration Statement can therefore commence shortly.
Item 7. Financial Statement and Exhibits.
The following Exhibits are filed as part of this report:
Exhibit
Number Description of Exhibit
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99.1 Amendment No. 2 to Registration Statement on Form SB-2 (SEC File No.
333-52625), filed by the Company with the SEC as of August 3, 1998
(including exhibits filed therewith) (1)
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(1) Incorporated by reference from the Registrant's filing of Amendment No. 2
to Registration Statement on Form SB-2 (SEC File No. 333-52625) (Accession
No. 0000927797-98-000104)
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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.
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(Registrant)
August 10, 1998 By /s/ Evon A. Kelly
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(Date) (Signature)
Evon A. Kelly, Chief Executive Officer
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