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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): June 9, 1997
ROYAL CANADIAN FOODS CORP.
(Exact name of Registrant as specified in its charter)
Delaware 33-67658-NY 13-3729739
(State or other jurisdic- (Commission (IRS Employer
tion of incorporation) file number) Identification No.)
1004 Second Avenue, New York, NY 10022
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 980-4131
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Item 9. Sales of Equity Securities Pursuant to Regulation S
On June 9, 1997, the Registrant issued 10,880 shares of its
Common Stock to Mark Schmerling to satisfy $21,760.00 of debt to him and 89,000
shares of its Common Stock (the 10,880 shares and 89,000 shares are collectively
referred to herein as the "Stock") to Fernando Schechter to satisfy $178,000.00
of debt to him. There were no underwriting commissions or discounts in
connection with the sale of the Stock. The Stock was sold in reliance upon
Regulation S of the Securities Act of 1933, as amended, based upon the
purchasers not being "U.S. persons" as that term is defined in Regulation S.
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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.
ROYAL CANADIAN FOODS CORP.
Dated: June 24, 1997 By: /s/Sheldon Golumbia
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Sheldon Golumbia, President
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