SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 CURRENT REPORT ON FORM 8-K Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 Date of Report : August 28, 1997 ---------------- (Date of earliest event reported) : June 26, 1997 MANAGEMENT TECHNOLOGIES, INC. ----------------------------- (Exact name of Registrant as specified in its Charter) NEW YORK -------- (State or other jurisdiction of incorporation) 0-17206 13-3029797 ------- ---------- Commission File No. I.R.S. Employer Identification 630 Third Avenue, New York, NY 10017 ------------------------------ ----- Address of principal executive offices Zip Code (212) 983 5620 -------------- Registrant's telephone number, including area code ITEM 5. OTHER EVENTS On June 26, 1997, the Registrant (the "Company") entered into two subscription agreements to sell an aggregate of 10,000,000 shares of common stock of the Company to Nethold Limited and to Starington Holding, Inc. for a total cash consideration of $600,000. Shares issued pursuant to these agreements are not registred and bear a restrictive legend. On July 3, 1997, the Company entered into a subscription agreement to sell 2,500,000 shares of common stock of the Company to Hillside Industries, Inc. for a consideration of $150,000. Shares issued pursuant to these agreements are not registred and bear a restrictive legend. On August 15, 1997, the Company entered into an agreement with Access America, Inc. ("Access"). Access to purchase advertising time on certain networks with a fair market value of $4,000,000. The Company agreed to issue Access 2,000,000 shares of common stock valued at $2.00 per share and further agreed to issue Access additional shares of common stock if the company's common stock is traded below $2.00 per share on August 11, 1998, such that the total value of the shares issued and issuable to Access shall be $4,000,000. ITEM 7 EXHIBITS 10.218 Agreement between the Company and Access America, Inc., dated August 15,1997 10.219 Subscription agreement between the Company and Nethold Limited, dated June 16, 1997. 10.220 Subscription agreement between the Company and Starington Holding, Inc., dated June 16, 1997. 10.221 Subscription agreement between the Company and Hillside Industries, Inc., dated July 3, 1997. 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 authorised. MANAGEMENT TECHNOLOGIES, INC. ----------------------------- (Registrant) /s/ Patrick Huguenin -------------------- Patrick Huguenin Chief Financial Officer Dated: New York, New York