DUALSTAR TECHNOLOGIES CORP
8-K, 2000-03-10
CONSTRUCTION - SPECIAL TRADE CONTRACTORS
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                                 UNITED STATES
                       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): March 3, 2000


                        DUALSTAR TECHNOLOGIES CORPORATION
             (Exact name of registrant as specified in its charter)


        DELAWARE                    0-25552                    13-3776834
(State of incorporation      (Commission File Number)         (IRS Employer
   or organization)                                        Identification No.)


           One Park Avenue, New York, New York            10016
         (Address of principal executive offices)       (Zip Code)


       Registrant's telephone number, including area code: (718) 340-6655


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Item 5. Other Events

     On March 3, 2000, DualStar Technologies Corporation, a Delaware corporation
("DualStar") (Nasdaq: DSTR), responded to an erroneous article appearing in the
March 13, 2000 issue of Business Week, as more fully described in the press
release filed as Exhibit 99.1 to this Current Report on Form 8-K. The contents
of such Exhibit are incorporated herein by reference.

Item 7. Financial Statements and Exhibits


     (c) Exhibits

     99.1 Press Release, dated March 3, 2000.

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                                    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, hereunto duly authorized.


                              DUALSTAR TECHNOLOGIES CORPORATION




Date: March 9, 2000           By: /s/ Robert Birnbach
                                  -----------------------
                                  Robert Birnbach
                                  Executive Vice President,
                                  Chief Financial Officer and Secretary


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                                                                   Exhibit 99.1

DUALSTAR TECHNOLOGIES CORPORATION                                         NEWS
ONE PARK AVENUE,  NEW YORK, NEW YORK  10016

- --------------------------------------------------------------------------------

FOR IMMEDIATE RELEASE

Contact:          Corporate Communications
                  e-mail: [email protected]
                  Voice:  718.340.6655
                  Fax:    212.616.6254

                  DUALSTAR RESPONDS TO ERRONEOUS BUSINESS WEEK REPORT

     NEW YORK, NY -- March 3, 2000 -- DualStar Technologies Corporation
("DualStar" or the "Company") (Nasdaq: DSTR) announced today that an article
appearing in the March 13, 2000 issue of Business Week and in various electronic
forums contains erroneous information regarding DualStar's operations and future
plans. Specifically, the article indicates that DualStar has installed a
communications system within the Empire State Building in New York for the
provision of high-speed Internet access, direct broadcast satellite and cable TV
and telephones. DualStar has not installed such system within the Empire State
Building, nor is it in discussions with the owners or managers of the Empire
State Building with respect to any installation project.

     The Business Week article also indicates that a representative of Rudick
Asset Management in Mill Valley, California believes that an investor may
acquire a large stake in DualStar. First, certain versions of the Business Week
story indicated that such representative was affiliated with Blackacre Capital
Management, L.L.C. There is no affiliation between such representative and
Blackacre. Second, DualStar has indicated that the previously-announced
transaction with Blackacre ("DualStar Signs Letter of Intent with Blackacre on
$46.2 Million Investment" -- December 21, 1999) is the only transaction pending
with respect to a significant equity investment in DualStar. Consummation of the
Blackacre investment is subject to a number of customary conditions for a
transaction of that nature, including approval of the DualStar stockholders.

     DualStar has requested that Business Week correct this erroneous
information as soon as possible.




                                                                     Page 1 of 3
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         DualStar Technologies Corp., through its subsidiaries, designs and
installs infrastructure systems and provides services that control and enhance
the environment in buildings. These systems and services include: heating,
ventilation and air conditioning (HVAC); electrical; building and energy
management (BMS); enhanced local, regional and long distance telephone as a
Competitive Local Exchange Carrier (CLEC); direct broadcast satellite (DBS) and
cable television as a System Operator; high-speed Internet access as an Internet
Service Provider (ISP); and security and safety. DualStar created and owns many
innovative trademarked concepts, including the CyberBuilding(R), CyberCierge(R),
Building Area Network(R) (BAN), Home Area

                                                                     Page 2 of 3

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Network (HAN), Community Area Network (CAN), InfoStructure, InfoStructors,
CyberView(R), CyberBuilders(R), DualStar(R), DualStar Communications(R) and
DualStar Technologies(R). For more information, visit the Company's Web site at
http://www.dualstar.com, e-mail [email protected], or call (718) 340-6655. The
Company's common stock is traded on The Nasdaq National Market under the symbol
DSTR.

         This press release and the materials referred to hereby contain
forward-looking statements regarding the Company's business and future plans of
operations. When used herein, the words "intends," "expects," "plans,"
"estimates," "projects," "believes," "anticipates" and similar expressions are
intended to identify forward-looking statements. Forward-looking statements
involve known and unknown risks and uncertainties. These and other important
factors, including those set forth in the Company's Annual and Quarterly Reports
on Forms 10-K and 10-Q (available to the public at www.sec.gov), may cause the
actual results and performance to differ materially from the future results
expressed in or implied by such forward-looking statements. The forward-looking
statements contained in this press release speak only as of the date hereof and
the Company disclaims any obligation to provide public updates, revisions or
amendments to any forward-looking statements made herein to reflect changes in
the Company's expectations or future events.

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