FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month ofDecember 2004
CDG Investments Inc.
(Translation of registrant's name into English)
#500, 926 - 5th Ave. S.W.
Calgary, Alberta T2P 0N7
(Address of principal executive offices)
[Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F X Form 40-F
[Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes No X
[If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-
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, thereunto duly authorized.
CDG Investments Inc.
(Registrant)
Date December 17, 2004
“Barbara O’Neill”
Barbara O'Neill, Secretary
Yes No X
[If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-
CDG Investments Inc.
Suite 500, 926-5th Avenue S.W.
Calgary, Alberta, T2P 0N7
Phone: (403) 233-7898 Fax: (403) 266-2606
NEWS RELEASE
December 17, 2004
News Release:
04-10
CNQ: CDGI
OTC Bulletin Board: CDGEF
20-F SEC Approved
For Further Information Contact:
James Devonshire, President
Debentures Converted Into 5,490,000 Units
The Corporation is pleased to announce that a total of $549,000 outstanding Convertible Debentures have been converted into 5,490,000 Units. Each Unit consists of a common share and a share purchase warrant that may be exercised to purchase one common shares of the Corporation at a price of $0.11 per common share until December 17, 2004; $0.12 per common share from December 18, 2004 until December 17, 2005 and $0.13 per common share from December 18, 2005 until December 16, 2006 when the warrants expire.
In addition a total of 500,000 share purchase warrants have been exercised at $0.11 per share to acquire 500,000 common shares have been issued for total proceeds of $55,000.
“James Devonshire”
James Devonshire
President
No Canadian Stock Exchange has approved nor disapproved of the information contained herein.
This news release does not constitute an offer to sell or the solicitation of an offer to buy the securities, or a solicitation of proxies, in any jurisdiction, including but not limited to, the United States. The CDG Shares have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws and may not be offered or sold in the United States except in certain transactions exempt from the registration requirements of the U.S. Securities Act and applicable state securities laws.
Except for the historical and present factual information contained herein, the matters set forth in this news release, including words such as “expects”, “projects”, “plans”, “anticipates” and similar expressions, are forward-looking information that represents management of CDG’s internal projections, expectations or beliefs concerning, among other things, future operating results and various components thereof or the economic performance of CDG. The projections, estimates and beliefs contained in such forward-looking statements necessarily involve known and unknown risks and uncertainties, which may cause CDG’s actual performance and financial results in future periods to differ materially from any projections of future performance or results expressed or implied by such forward-looking statements. These risks and uncertainties include, among other things, those describ ed in CDG’s filings with the Canadian securities authorities. Accordingly, holders of CDG shares and potential investors are cautioned that events or circumstances could cause results to differ materially from those predicted. CDG disclaims any responsibility to update these forward-looking statements.
