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 12, 1997
GUINNESS TELL*PHONE CORPORATION
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(Exact name of Registrant as specified in its charter)
California
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(State of incorporation)
025632 68-0310550
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(Commission File Number) (I.R.S. Employer Identification No.)
655 Redwood Highway, Suite 219
Mill Valley, California 94941
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(Address of principal executive offices and Zip Code)
Registrant's telephone number, including area code: (415) 389-9442
(Former name or former address, if changed since last report): N/A
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Item 9. Sale of Equity Securities Pursuant to Regulation S.
On March 12, 1997, the Registrant sold 15,680 shares of Common Stock, $.001
Par value of the Registrant, at a price of $1.25 per shares U.S. dollars,
pursuant to the exemption from registration provided by Regulation S of the
Securities Act of 1933. The shares of common stock were sold to non-U.S. persons
as such term is defined in Regulation S pursuant to the terms and conditions of
an Offshore Securities Subscription Agreement dated March 12, 1997.
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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.
GUINNESS TELLI*PHONE CORPORATION
A Nevada Corporation
Dated: March 19, 1997 /S/ Lawrence A. Guinness
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Name: Lawrence A. Guinness
Title: President
Dated: March 19, 1997 /S/ Dixie K. Tanner
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Name: Dixie K. Tanner
Title: Secretary
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