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): March 27, 1997
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 March 27, 1997, Registrant issued and sold 100,000
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
$100,000.00 from the sale. No underwriting discounts or
commissions were involved in the sale.
Also, on March 27, 1997, Registrant issued 50,000
shares of Common Stock to a foreign national pursuant to
the exemption provided for by Regulation S. These shares
were issued in consideration of the assignment of five limited
partnership units of Amalgamated Precious Metals, L.L.P, a
Nevada limited liability partnership (the "Partnership"). The
Partnership is participating with American Holding Group of
Las Vegas, NV and BHO Trust, an Arizona business trust,
in a collateralized loan of $21 million of conditioned ore to
a regional development commission in Arizona. The five
units acquired constitute 20% of the outstanding partnership
interests in the Partnership. 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: April 22, 1997 By: /s/ Paul J. Montle
Paul J. Montle, Chairman and
Chief Executive Officer