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 (Date of earliest event reported):
December 17, 1996
LS CAPITAL CORPORATION
(Exact name of registrant as specified in its Charter)
Delaware 0-21566 84-1219819
(State or other (Commission File (IRS Employer
jurisdiction of Incorporation) Number) Identification Number)
15915 Katy Freeway, Suite 250, Houston, Texas 77094
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(713) 398-5588
N/A
(Former address if changed since last report)
Total number of pages contained in the Form: 2
This report does not contain any Exhibits
or an Exhibit Index.<PAGE>
ITEM 9.
SALES OF EQUITY SECURITIES
PURSUANT TO REGULATION S
On December 17, 1996, Registrant issued and sold
300,000 shares of its common stock, par value $.01 per share
("Common Stock"), to a foreign national pursuant to the
exemption from registration provided by Regulation S (Rule
901 through 904) under the Securities Act of 1933 as
amended. The Company received an aggregate amount of
$75,000.00 from the sale. No underwriting discounts or
commissions were involved in the sale.
On December 31, 1996, Registrant issued 500,000
shares of Common Stock to three foreign nationals pursuant
to the exemption provided for by Regulation S. These
shares were issued in consideration of the transfer of certain
mining claims and precious metal extraction technology to
Griffin Gold Group, Inc., Registrant's newly-formed
subsidiary. No underwriting discounts or commissions were
involved in the sale.
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.
LS CAPITAL CORPORATION
(Registrant)
Date: December 31, 1996
By: /s/ Paul J. Montle
Paul J. Montle, Chairman and
Chief Executive Officer
