SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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 15, 1999
RESURGENCE PROPERTIES INC.
(Exact name of Registrant as specified in charter)
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<S> <C> <C>
Maryland 0-24740 13-3757163
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer Identification
incorporation or organization) Number)
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411 West Putnam Avenue
Greenwich, Connecticut 06830
(203) 862-7000
(Address, including zip code and telephone number, including area code, of
Registrant's principal executive offices)
(Former name or former address of Registrant, if changed since last report)
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INFORMATION TO BE INCLUDED IN THE REPORT
Item 5. Other Events.
On March 15, 1999 Resurgence Properties Inc. (the "Company") filed
Articles of Voluntary Dissolution with the State Department of Assessments and
Taxation of Maryland ("SDAT"), pursuant to the approval by the shareholders of
the Company of a plan of complete liquidation and dissolution of the Company on
September 26, 1997. Upon acceptance of the Articles of Voluntary Dissolution by
SDAT, the Company will file with the Securities and Exchange Commission a Form
15 Notice of Termination of Registration. A copy of the Articles of Voluntary
Dissolution, as filed with the SDAT on March 15, 1999, is attached to this
Current Report on Form 8-K as Exhibit 99.1.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits
The following exhibits are filed herewith:
Exhibit No.
99.1 Articles of Voluntary Dissolution.
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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.
RESURGENCE PROPERTIES INC.
Date: March 23, 1999 By:/s/ Jay L. Maymudes
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Jay L. Maymudes
Chief Financial Officer, Vice
President & Secretary
C76866.634
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EXHIBIT INDEX
Exhibit
Number Description of Exhibit
99.1 Articles of Voluntary Dissolution
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Exhibit 99.1
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RESURGENCE PROPERTIES INC.
ARTICLES OF VOLUNTARY DISSOLUTION
Resurgence Properties Inc., a Maryland corporation, having its
principal office in Baltimore City, Maryland (hereinafter called the
"Corporation"), hereby certifies to the State Department of Assessments and
Taxation of Maryland that:
FIRST: The Corporation is hereby dissolved.
SECOND: The name of the Corporation is as hereinabove set forth, and the post
office address of the principal office of the Corporation in the State
of Maryland is 11 East Chase Street, Baltimore, Maryland 21202.
THIRD: The name and post office address of the Resident Agent of the
Corporation in the State of Maryland, who shall serve for one (1) year
after the dissolution and until the affairs are wound up are Herbert
Goldman, 233 East Redwood Street, Baltimore, Maryland 21202. Said
Resident Agent is an individual actually residing in this State.
FOURTH: The name and post office address of each of the Directors of the
Corporation are as follows:
NAME ADDRESS
Charles E. Davidson 17 Hernlock Drive
Greenwich, CT 06831
Joseph M. Jacobs 45 East 89th Street, Apt. 34C/D
New York, NY 10128
Vance C. Miller 3815 Beverly Drive
Dallas, TX 75205
Lawrence Howard, M.D. 120 East End Avenue, Apt. 6A
New York, NY 10028
Jeffrey A. Altman 250 East 54th Street, Apt. 8C
New York, NY 10022
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FIFTH: The name, title and post office address of each officer of the
Corporation are as follows:
NAME POSITION ADDRESS
Charles E. Davidson Chairman of the Board 17 Hernlock Drive
Greenwich, CT 06831
Joseph M. Jacobs Chief Executive Officer, 45 East 89th Street,
President and Treasurer Apt. 34C/D
New York,, NY 10128
Jay L. Maymudes Chief Financial Officer, 37 Alwyn Lane
Vice President & Secretary Weston, CT 06883
SIXTH: The dissolution of the Corporation was approved in the manner and by
the vote required by law and by the Charter of the Corporation. The
dissolution of the Corporation was duly authorized by the Board of
Directors and Stockholders of the Corporation.
SEVENTH: The Corporation has no known creditors.
EIGHTH: These Articles of Voluntary Dissolution are accompanied by Certificates
provided by Section 3-407(c)(2) of the Corporations and Associations
Article of the Annotated Code of Maryland, stating that all taxes not
barred by limitations which are levied on assessments made by the State
Department of Assessments and Taxation of Maryland and billed by and
payable to the issuer of each of said Certificates by the Corporation,
including taxes for the current year, have been paid or provided for in
a manner satisfactory to the issuer of each of said Certificates.
IN WITNESS WHEREOF, Resurgence Properties Inc. party to these Articles,
has caused these Articles to be signed and acknowledged in the name and on
behalf of such Corporation by its President and its corporate seal to be affixed
and attested by its Secretary this 16th day of February, 1999, and each such
signatory hereto does hereby acknowledge the same to be the act of the
Corporation and that to the best of his knowledge, information and belief, all
matters and facts stated herein are true and correct in all material respects,
said statement being made under penalties for perjury.
ATTEST: RESURGENCE PROPERTIES INC.
/s/ By: /s/ Joseph M. Jacobs, President (SEAL)
Joseph M. Jacobs, President
I hereby consent to my designation in this document as resident agent
for this company.
/s/ Herbert Goldman
Herbert Goldman
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