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 the earliest event reported): September 1, 1998
J-BIRD MUSIC GROUP LTD.
(Exact name of registrant as specified in its Charter)
Commission File No.: 0-23015
PENNSYLVANIA 06-1411727
(State of other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
396 Danbury Road
Wilton, Connecticut 06897
(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number: (203) 761-9393
NOT APPLICABLE
(Former name, former address and former fiscal year, if changed
since last report)
ITEM 5. OTHER EVENTS
On March 20, 2001, Hope D. Trowbridge, President, Treasurer and Director of
J-Bird Music Group LTD, (the "Company") and its wholly owned subsidiary J-Bird
Records, Inc. settled a civil suite brought by the Securities and Exchange
Commission. The suit, Securities and Exchange Commission v. Douglas G. McCaskey,
Neal E. Fitzpatrick, Jr., Hope D. Trowbridge. Marcorp, Inc., Robert A. Schatz,
John von der Lieth, III and Daniel F. Dugan, was commenced on or about September
1, 1998 in the United States District Court, Southern District of New York. The
principal allegations in the complaint are that Ms. Trowbridge with defendants
McCaskey and Fitzpatrick manipulated Marcorp's stock price upward, sold
restricted and unregistered shares of Marcorp, Inc. ("Marcorp") common stock to
the public and caused Marcorp to make false commission filings. Ms. Trowbridge,
the Corporate Secretary and Director or Marcorp, Inc. since 1992, voluntarily
consented without admitting or denying any of the substantive allegations
contained in the complaint, to the entry of a Final Judgment of Permanent
Injunction and other Relief permanently enjoining her from violating the
antifraud and filing and reporting provisions Sections 10(b) and 16(a) of the
Securities and Exchange Act of 1934 and Rules 10b-5, 16a-2 and 16a-3 thereunder,
and Sections 5(a), 5(c) and 17(a) of the Securities Act. Pursuant to the order,
Ms. Trowbridge disgorged $7,543, representing her
alleged gains plus prejudgment interest thereon in the amount of $5,423.
Ms. Trowbridge also paid a civil money penalty of $7,543. Ms. Trowbridge is not
precluded from serving as a director or an officer. All amounts were paid within
the period prescribed by the judgment. Marcorp is currently an inactive publicly
held corporation with no assets.
Douglas G. McCaskey is the General Manager of the Company and formerly its
Chairman and Director from October, 1997 to April, 2000. Mr. McCaskey is
President of Marcorp, Inc. since 1996. The civil suit, Securities and Exchange
Commission v. Douglas McCaskey et al is currently pending for Mr. McCaskey in
the U.S. District Court for the Southern District of New York. The suit, cited
above, principally alleges that Mr. McCaskey allegedly manipulated the market
for Marcorp stock from May, 1994 to December, 1994, allegedly increased
Marcorp's share price and volume by purchasing and selling shares of Marcorp's
stock in the U.S. and Canada, and allegedly sold restricted and unregistered
shares of Marcorp Stock to the public.
On October 13, 2000 in the United States District Court, District of
Connecticut, Mr. McCaskey pleaded guilty to one criminal count for manipulating
the market for Marcorp stock from May, 1994 to December, 1994 in violation of
Section 10(b) of the Securities and Exchange Act of 1934 and Rule 10-b5
thereunder. On April 30, 2001 Mr. McCaskey was sentenced to five years probation
and ordered to pay a fine of $30,000 payable in one year with interest and a
$50.00 mandatory special assessment. Pursuant to the order and as a condition of
his probation, Mr. McCaskey has settled with three brokerage firms which
allegedly suffered losses due to the halt in trading of Marcorp stock by the SEC
on December 8, 1994. The settlements with two of these brokerage firms have been
paid and satisfied. The third firm is being paid in installments which are
current.
All the other defendants in the civil case have entered into settlement
agreements with the SEC. These defendants are not discussed herein because they
have no connection with the management or operators of the Company.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements: None.
(b) Pro Forma Financial Information: None.
(c) Exhibits: None.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registration has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
J-BIRD MUSIC GROUP, LTD.
DATED: July 16, 2001 By: /s/ Hope D. Trowbridge
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Hope D. Trowbridge, President