SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _______________ F O R M 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) .................................. April 28, 1998 JUNIPER GROUP, INC. ...................................................................... (Exact name of registrant as specified in charter) Nevada 0-19170 11-2866771 .............................................................................. (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 111 Great Neck Road, Great Neck, New York 11021 .............................................................................. (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (516) 829-4670 N/A .............................................................................. (Former name or address, if changed since last report) Item 5. Oher Items ---------- On April 17, 1998, Juniper Group, Inc., a Nevada corporation (the "Registrant"), entered into a Stipulation of Settlement (the "Settlement") to settle a lawsuit (the "Action") by Ordinary Guy, Inc. and Crow Productions, Inc. (the "Plaintiffs") against the Registrant, Juniper Pictures, Inc., Juniper Entertainment, Inc., and Vlado P. Hreljanovic that was pending in the United States District Court for the Eastern District of New York, Case No.: 96 Civ. 2542 (the "Lawsuit"). Under the terms of the Settlement, Registrant agreed to pay a total of $310,000 to the plaintiffs as follows: $50,000 in cash, payable on or before April 20, 1998; $10,000 in cash, payable on or before May 20, 1998; and $250,000 by a promissory note, secured and funded by 4,666,000 shares of the Registrant's common stock, $.001 par value, to be held in escrow jointly by counsel for the parties, providing for three equal payments of $83,333.33 due on April 21, 1999, April 21, 2000 and April 21, 2001 (The "Payment Dates"). Payments under the Note shall be funded by 4,666,666 shares of the Registrant's common stock, $001 par value (the "Juniper Shares"), to be held in escrow jointly by counsel for the parties. On each successive Payment Date, one third of the Juniper Shares shall be released from the escrow and sold in order to make the payment then due. Any proceeds from such sale in excess of $83,333.33 shall be applied to the next payment due under the Note. In the event that the Note is satisfied in full prior to April 21, 2001, the remaining Juniper shares in escrow shall be released to and retained by Plaintiffs. In the event that the proceeds from such sale are insufficient to make a payment when due, registrant shall be responsible for paying any deficiency. Upon full satisfaction of the payment provisions of the Settlement, the Action will be dismissed with prejudice and each of the defendants will be released by Plaintiffs from any claims or liabilities that were or could have been asserted in the Action. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits ------------------------------------------------------------------ (a) Financial Statements of Business Agreement. None required. (b) Pro Forma Financial Information None required. (c) Exhibits 2.1 Stipulation of Settlement, dated April 17, 1998, Ordinary Guy, Inc. and Crow Productions, Inc. against the Registrant, Juniper Pictures, Inc., Juniper Entertainment, Inc., and Vlado P. Hreljanovic that was pending in the United States District Court for the Eastern District of New York, Case No.: 96 Civ. 2542. 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, thereunto duly authorized. Dated: April 28, 1998 JUNIPER GROUP, INC. By: /s/ Vlado P. Hreljanovic __________________________ Vlado Paul Hreljanovic Chairman EXHIBIT INDEX ------------- Exhibit No. Description - ----------- ----------- 2.1 Stipulation of Settlement, dated April 17, 1998, Ordinary Guy, Inc. and and Crow Productions, Inc. against the Registrant, Juniper Pictures, Inc., Juniper Entertainment, Inc., and Vlado P. Hreljanovic that was pending in the United States District Court for the Eastern District of New York, Case No.: 96 CIv. 2542.