ROCKY MOUNTAIN FINANCIAL ENTERPRISES INC
8-K, 2000-10-10
BLANK CHECKS
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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: October 6, 2000



                   ROCKY MOUNTAIN FINANCIAL ENTERPRISES, INC.
                  --------------------------------------------
             (Exact name of registrant as specified in its charter)


COLORADO                        001-14873                  841251078
--------                        ---------                  ---------
(State or other                 (Commission                 (IRS Employer
jurisdiction of                 File Number)                Identification No.)
incorporation)



             10200 W. 44th Avenue, Suite 400, Wheat Ridge, CO 80033
           ----------------------------------------------------------
               (Address of principal executive offices) (Zip Code)


        Registrant's telephone number, including area code (303) 422-8127


<PAGE>


Item 1.  CHANGES IN CONTROL OF REGISTRANT

     The Company  announces that  Comercis,  inc., a Delaware  corporation,  has
subscribed for and purchased  17,862,376 shares of common stock constituting 90%
of the  issued and  outstanding  common  stock of the  Company.  Comercis,  Inc.
intends  to  merge  into  Rocky  Mountain   Financial   Enterprises,   Inc.  The
subscription  was for $200,000 in cash and $105,000 in notes  payable.  The cash
has been paid and the notes delivered.


Item 2.  ACQUISITION OR DISPOSITION OF ASSETS

     The Company, as merged with Comercis, Inc., has the following business plan
of Comercis.

         History - Comercis, Inc. ("Comercis" or the "Company"), founded in 1998
and based in Dallas, TX area,  provides small to medium sized businesses with an
array of web services and data hosting  needs,  enabling  them to  substantially
improve day-to-day operational efficiencies.

         Strategic Focus - The Company has raised  approximately  $15 million of
equity funding to date,  which has provided for the growth of its three business
units into independent  operating  companies in areas such as Online Tradeshows,
Healthcare,  and Online Business Directories,  all of which utilize proprietary,
web-centric applications and resources.

         In April of 2000,  the  Board  decided  to  create  three  wholly-owned
subsidiaries  from the  three  existing  business  units  and then  combine  its
new-economy technology companies and applications with established,  old-economy
companies,  therefore,  adopting  a  "bricks  and  clicks"  strategy.  The Board
believed  that such a strategy  would  provide an  increased  customer  base and
positive  cash  flow  for  each  company  sooner  than  previously  expected.  A
description  of  each  company  and  its  respective  business   combination  is
summarized as follows:

         1.  Comercis  Online  Tradeshow   Network  -  eTradeshow.com   delivers
state-of-the-art  innovation  to the  tradeshow  industry.  It provides  virtual
tradeshows  and  Internet-enabled  applications  that  fulfill  a new and  vital
requirement for associations and tradeshow organizations.

         2. Comercis Directory Network - NetCities.com is our website design and
hosting subsidiary that contracts with business telephone  directories  ("yellow
pages") to provide  automated website design  platforms,  maintenance,  customer
support,  and hosting services for its business  customers'  internet needs on a
high volume  basis.  NetCities.com  allows local  community  constituents  to be
connected and interact through a Private Intranet Network.

         3. Comercis Healthcare Network - CHI has developed a unique approach to
targeting the B2B  healthcare  community.  The first  critical  element of CHI's
product line is its  proprietary,  interactive  Patient  Quality  Management and
Outcomes software.  Harnessing the power of its extensive database, developed by
physicians over a seven-year  period,  with over 500,000 patient  encounters and
procedures,  the software provides  quantitative  outcomes in patient management
and helps to standardize treatment protocols and provides guidelines to optimize
outcomes.  In  other  words,  the  database  has  allowed  for  development  and
refinement of treatment  protocols to reduce the variance of treatment patterns,
thereby increasing predictability and optimization capability.


<PAGE>


Item 3.  BANKRUPTCY OR RECEIVERSHIP

         None.

Item 4.  CHANGES IN ACCOUNTANTS

         None.

Item 5.  OTHER EVENTS

         None.

Item 6. APPOINTMENT AND RESIGNATION OF BOARD OF DIRECTORS

         The Board has  appointed  Chris Meaux as a director.  The Board,  after
compliance  with  Section 14f of the  Securities  & Exchange  Act of 1934,  will
appoint as Directors:

         Chris Meaux
         Robert W. Gallagher
         Kenneth F. Reimer
         August J. Rantz
         Randall P. Stern

         Business Experience

         The following is a brief account of the business  experience  during at
least the past five years of the  persons  designated  to be new  directors  and
officers of the Registrant,  indicating the principal  occupation and employment
during  that  period  by  each,  and the  name  and  principal  business  of the
organizations by which they were employed.

         Chris  Meaux,  age 32, is  Chairman of the Board,  President  and Chief
Executive Officer of Comercis.  Mr. Meaux co-founded  Comercis and has served as
its Chairman and Chief  Executive  Officer  since October 1998. He brings to the
Corporation  more  than 14 years of  high-technology  industry  experience  with
specific focus on developing new market segments such as Internet commerce. From
1995 to 1998, Mr. Meaux was Director of e-commerce at Network  Associates,  Inc.
where he successfully developed and executed Network Associates, Inc.'s Internet
commerce model. Before that, he was Director of European Distribution and Retail
Sales (he grew the business from 400K to $100  million) for Network  Associates.
Prior to NAI, Mr. Meaux was  Regional  Manager for OCLI, a computer  accessories
manufacturer, and Regional manager for Hyundai Electronics America.

     Dr. Robert W. Gallagher,  age 36, co-founded Comercis and is Executive Vice
President  for and a member of the board of  directors  of  Comercis,  Inc.  Dr.
Gallagher  was a  successful  orthodontist  in the  Dallas-Fort  Worth area.  In
January 1997, Dr.  Gallagher  co-founded  Orthosolutions,  Inc., an orthodontics
software  company,  and served as its Vice  President  until March of 1998.  Dr.
Gallagher  attended  the  University  of  Texas  at  Arlington  as a  mechanical
engineering  major. He then attended Dental School at the University of Texas at
San Antonio  where he received  his D.D.S.  and Baylor  Collect of  Dentistry in
Dallas where he received his M.S. in Orthodontics.


<PAGE>


     Kenneth F. Reimer,  age 60, is currently  Chairman for two  entrepreneurial
start-up  ventures.   He  also  provides  strategic   direction,   finance,  and
policy/governance  advisory  services to CEOs  and/or  Boards of  Directors  and
Entrepreneurs,  Mr. Reimer served as President  and CEO of  Furrs/Bishops,  Inc.
($220 Mil) and Tony Roma Corp.,  which he led from  insolvency and $35 Mil sales
to $265 Mil  sales  and  substantial  profitability.  He was  E.V.P.  and  Chief
Operating  Officer of  Lehndorff  Group ($1.3 Bil  Assets)  and of Reserve  Life
Insurance Company ($210 Mil). He served as E.V.P. and Chief Financial Officer of
Austin Industries  (growth from $125 Mil to $430 Mil) and H.S. Miller Companies.
Mr.  Reimer  has a B.S.  in  Commerce-Accounting  from St.  Edward's  University
(valedictorian,  magna cum laude),  MBA - Finance from Texas Tech University and
Ph.D. - Management from Johnson & Wales University, Providence, RI.

     August J. Rantz,  III,  age 50, has served as a Director of Comercis  since
February 1999. Mr. Rantz founded  Quality  Medical  Management and serves as the
Chief  Executive  Officer.  Mr.  Rantz was Chief  Executive  Officer  of Phoenix
Medical Management, Inc., a medical management services organization.  From 1991
to 1993, Mr. Rantz was with the Pain Medicine Group,  and in 1988, Mr. Rantz was
Director of Anesthesia for Gary Hall Eye Surgery Institute.

     Randall P. Stern,  age 47, has been a Managing  Director  in the  corporate
Finance  Department  of Burnham  Securities,  Inc., a New York based  investment
banking firm, since 1995. Mr. Stern has been involved in a number of early stage
and  venture  capital   raising   efforts  as  well  as  advisory   assignments,
particularly in the healthcare and information technology industries.  Mr. Stern
has also served as Executive  Chairman of the Board of Dental Partners,  Inc., a
dental  practice  management  company with  annualized  patient  revenues of $30
million.  Prior to Burnham,  Mr. Stern was President of Boone Capital Corp.  and
headed up  acquisition  and investment  groups for four leveraged  acquisitions.
From 1980 to 1988,  Mr.  Stern was a senior  manager  with DnC  America  Banking
Corporation,  responsible for U.S. Loan activities.  Mr. Stern received his B.A.
from Middlebury College (1975) and his M.B.A. from New York University (1978).

Item 7.  FINANCIAL STATEMENTS PRO FORMA FINANCIAL & EXHIBITS

         Financial Statements:  None

         Exhibits:

                           10.1     Agreement


<PAGE>


                                    SIGNATURE


         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 thereunto duly authorized.

Date: October 6, 2000          ROCKY MOUNTAIN FINANCIAL ENTERPRISES, INC.

                                     /s/ Chris Meaux
                                By: --------------------------------------------
                                        Chris Meaux, President





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