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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K/A
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
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APPLIED CELLULAR TECHNOLOGY, INC.
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(Exact name of registrant as specified in its charter)
Missouri 000-26020 43-1641533
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
Highway 160 & CC, Suite 5, Nixa, Missouri 65714
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 417-725-9888
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Item 1. Changes in Control of Registrant
Item 2. Acquisition or Disposition of Assets.
On March 27, 1997, Applied Cellular Technology, Inc.,
("ACTC"), acting by and through its subsidiary, Universal
Commodities Corporation, ("Buyer"), purchased 80% of the
1,000 issued and outstanding common shares, $0.01 par
value, of Norcom Resources, Inc., ("Norcom"), from two
shareholders, Michael A. Erickson and Joel L. Owens,
(collectively, the "Sellers"), in exchange for
$1,600,000.00 in the form of ACTC's restricted common
shares. The Sellers received $1,280,000 worth of ACTC's
restricted common shares at $4.50 per share on March 27,
1997, by ACTC issuing 284,444 of its restricted common
shares. Upon the first anniversary date of the Agreement
of Sale, the Sellers shall receive 71,111 of ACTC's
restricted common shares at $4.50 per restricted common
share which restricted common shares shall have a value
of $320,000.00, plus five percent (5%) interest accruing
on such amount from the Closing Date until the first
anniversary of the Agreement of Sale, only if Norcom's
financial statements reflect that Norcom has earnings
before income tax ("EBIT") equal to at least $400,000 for
such period.
Item 3. Bankruptcy or Receivership. None.
Item 4. Change in Registrant's Certifying Accountant. No.
Item 5. Other Events. None.
Item 6. Resignation of Registrant's Directors. None.
Item 7. Financial Statements and Exhibits.
(a) Financial statements of business acquired.
Not required.<F*>
(b) Pro forma financial information.
Not required.<F*>
(c) Exhibits. Agreement of Sale containing <F**>
Exhibits for the Buyers
December 31, 1996 consolidated
Financial statements and employment
and non-compete agreements.
Item 8. Change in fiscal year. None.
[FN]
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<F**> Previously filed.
<F*> The acquisition does not meet the filing requirements
prescribed in Item 310 of Regulation S-B.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the registrant
has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
APPLIED CELLULAR TECHNOLOGY, INC.
(Registrant)
Date: June 2, 1997 /s/ David A. Loppert
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Vice President, Chief Financial Officer
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