SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) November 7, 1997
--------------------------------
Diamond Equities, Inc.
- --------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Charter)
Nevada 0-24138 88-0232816
- --------------------------------------------------------------------------------
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
2010 E. University Drive, Ste. 3, Tempe Arizona 85281
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (602) 921-2760
------------------------------
United Payphone Services, Inc.
- --------------------------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
<PAGE>
Item 1. Change in Control.
In the Form 10-KSB filed by the Company on October 9, 1997, under Item
11, "Security Ownership of Certain Beneficial Owners and Management", Michael G.
Swan was named as a beneficial owner of 487,198 shares of common stock of the
Company (or 10.4% of the outstanding common shares).
As of November 7, 1997, 237,198 of such shares were transferred to
three (3) entities of which Mr. Swan is not a control person. The balance of the
shares were represented by stock options previously granted by the Company to
Mr. Swan but which were cancelled as of November 11, 1997 by the Company with
the agreement of Mr. Swan. As a result, Michael G. Swan is no longer a control
shareholder of the Company.
In addition, the Company's 10-KSB, under Item 11, Footnote (5), there
was a description of certain preferred stock designated Series A with a 6%
annual dividend, held by Dingaan Holdings S.A. a Bahamian Corporation. Pursuant
to a resolution of the Board of Directors dated November 10, 1997 and an
agreement of the parties, 727 shares, constituting all of the shares outstanding
of the Series A Preferred Stock held by Dingaan Holdings, S.A. was exchanged for
18,000 shares of Series B Preferred Stock which carries no dividend. If all such
shares were converted, Dingaan Holdings, S.A., would hold a total of 18,992,065
or 83.7% of the then outstanding common stock of the Company.
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.
DIAMOND EQUITIES, INC.
Date: November 18, 1997 By: /s/ David D. Westfere
--------------------- ----------------------------------
David D. Westfere, President
