UNITED STATES
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): November 3, 1997
STRATFORD ACQUISITION CORPORATION
(Exact name of registrant as specified in its charter)
Minnesota 0-26112 41-1759882
(State of Jurisdiction) (Commission (IRS Employer
File Number) Identification No.)
1775 Broadway, Suite 1410
New York. New York 10019
(Address of Principal Executive offices) (Zip Code)
Registrant's telephone number, including area code 905-566-0716
5420 North Service Road, Burlington, Ontario, L7C 6C7
(Former address of company)
Item 1. Changes in Control of Registrant. None.
Item 2. Acquisition or Disposition of Assets. None.
Item 3. Bankruptcy or Receivership. None.
Item 4. Changes in Registrant's Certifying Accountant. None.
Item 5. Other Events. None.
Item 6. Resignation of Registrant's Directors. None.
Item 7. Financial Statements and Exhibits. None.
Item 8. Change in Fiscal Year. None.
Item 9. Sales of Equity Securities Pursuant to Regulation S.
On november 3, 1997, the Registrant completed the sale of 138,250
restricted shares of its $.001 par value common stock at the current market
price of $.40 per share pursuant to an exemption from registration under
Regulation S. Seven natural residents of Canada purchased the 138,250 shares of
common stock. The sale of stock was placed directly by the Registrant and no
commissions were paid to any third-party. The Registrant received $55,300 in
cash for the sale of stock.
In addition the registrant sold a total of 62,500 shares of restricted
common stock to a director and to two persons affiliated with this director at
$.40 per share pursuant to an exemption under section 4(2) of the Securities and
Exchange Act of 1934, as amended. The sale of stock was placed directly by the
Registrant and no commissions were paid to any third-party. The Registrant
received $25,000 in cash for the sale of stock.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: Novembe 10, 1997
Stratford Acquisition Corporation
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(Registrant)
By: /s/ Daniel W. Dowe
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Daniel W. Dowe, Secretary