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): December 6, 2004
LEGAL ACCESS TECHNOLOGIES, INC.
---------------------------
(Exact name of registrant as specified in its charter)
NEVADA 000-19457 87-0473323
(State or other (Commission File Number) (IRS Employer
jurisdiction of incorporation) Identification Number)
3275 E. Warm Springs
Las Vegas, Nevada 89120
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code(702) 949-6115
_____________________________ _______________
(Former name or former address, (Zip Code)
if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
SECTION 1 -- REGISTRANT’S BUSINESS AND OPERATIONS
None
SECTION 2 - FINANCIAL INFORMATION
None
SECTION 3 - SECURITIES AND TRADING MARKETS
None
SECTION 4 - MATTERS RELATED TO ACCOUNTANTS AND FINANCIAL STATEMENTS
None
SECTION 5 - CORPORATE GOVERNANCE AND MANAGEMENT
Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers
On December 6, 2004, we accepted the resignations of Ms. Kyleen Cane, Mr. Elliot Schear and Mr. Russell Roth as members of our board of directors. Ms. Cane and Mr. Schear also resigned as officers and Ms. Cane was our principal executive officer.
There was no disagreement between us and any of the resigning officers or directors related to the resignation. These resignations were made for personal reasons only.
Our remaining director and officer is Mr. Kurt Bordian who is our Chief Financial Officer and a member of our board of directors until the next annual meeting of the shareholders or until removed by other action, as allowed by the corporate bylaws.
SECTION 6 - RESERVED
None
SECTION 7 - REGULATION FD
None
Debt Settlement
On December 6, 2004, upon resignation, Ms. Cane and Mr. Schear agreed to release us from all liability on amounts owed to them for past salaries and employee benefits as well as to cancel all of their outstanding stock options in exchange for a substantially discounted payment. This release reduced the liabilities on our books by approximately $470,000. These releases and terminations of this salary obligation, did not affect the existence of these obligations to the extent unpaid as now owed by our former subsidiaries, Tele-Lawyer, Inc. and Perspectives Health Management Corp., which remain liable to Ms. Cane and Mr. Schear on their employment benefits and salaries.
On December 7, 2004, we settled amounts owed to Mr. Clay Deardorff under our Brokerage Agreement with him (the “Debt”) under the following terms:
1. We agreed to convert $20,000 of the Debt into 40,000 shares of LATI common stock to be issued immediately to Mr. Deardorff.
2. We agreed to immediately issue to Mr. Deardorff a new convertible promissory note in the principal amount of $140,000 payable in full in 6 months with
interest accruing at a rate of 7% per annum (the “Note”). The Note is convertible into our common stock at a rate of $0.07 for each share of common
stock.
3. Mr. Deardorff agreed to release and terminate all claims he had against us under the Brokerage Agreement, including any warrant rights he received or
acquired as a result of the Brokerage Agreement.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
None
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.
LEGAL ACCESS TECHNOLOGIES, INC.
/s/ Kurt Bordian
Kurt Bordian, Chief Financial Officer
Date:December 10, 2004