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
January 17, 1997
Date of Report (date of earliest event reported)
BUD FINANCIAL GROUP, INC.
(Exact Name of Registrant as Specified in its Charter)
Colorado 33-25779 84-1100609
(State or other jurisdiction Commission File I.R.S. Employer
of incorporation or organization) Number) Identification No.)
1036 Oakhills Way, Salt Lake City, Utah 84108
(Address of principal executive office)
(801) 582-1733
(Registrant's telephone number,
including area code)
33806 North 70th Way, #BH-36 Scottsdale, Arizona 85377
(Former Name or Former Address, if Changed Since Last Report)
Item 1. Changes in Control of Registrant
On June 10, 1996, Larry E. Clark sold 1,415,000 shares of
Company common stock to a group of individuals which included Jay
S. Hoffman, T.L. "Thom" Holmes, Steven E. Trabish and Ronald
Conquest. The shares sold represented approximately 79% of the
total shares of the Company's Common Stock then issued and
outstanding. The Company did not issue any new shares as part of
the transaction. The transaction resulted in a change in control
of The Bud Financial Group, Inc.
Subsequently, on January 17, 1997, the above listed buyers
were unable to perform their payment obligations under the terms
of the purchase agreement and the June 10, 1996 sales agreement
was rescinded by mutual agreement of seller and buyers.
Thereupon Ronald Conquest, T.L. "Thom" Holmes and John H. Berry
resigned as officers and directors and Larry E. Clark, Jacquelyn
Clark and Michael Clark were appointed as directors and Larry E.
Clark, and Jacquelyn Clark were appointed President and
Secretary/Treasurer, respectively.
The following tabulates holdings of Common Shares of The Bud
Financial Group, Inc. held by all Directors, Officers and
Principal Shareholders, individually and as a group.
Number of Shares
Names and Addresses of of Common Stock Percent of
Officers and Directors Owned(1) Common Stock
Thomas L. McCrimmon 150,000 8%
3816 West Linbaugh, #408
Tampa, Florida 33624
Larry E. Clark 1,515,000 85%
1036 Oakhills Way
Salt Lake City, Utah 84108
Item 5. Other Events
Change in Management
Effective January 17, 1997, a new Board of Directors was
appointed to serve until the next annual meeting of Shareholders.
The new directors are Larry E. Clark, Jacquelyn Clark and Michael
Clark.
Effective January 17, 1997, new officers were appointed by
the new Board of Directors to serve until the next annual meeting
of shareholders. The new officers are:
Larry E. Clark, President
Jacquelyn Clark, Secretary/Treasurer
Change in Address and Telephone Number
Effective January 17, 1997, the Company's new business
address is, 1036 Oakhills Way, Salt Lake City, Utah 84108.
Effective January 17, 1997, the Company's new business
telephone and fax number is; (801) 582-1733.
Change of Counsel
Effective January 17, 1997, the Company appointed new legal
counsel which is the firm of Thomas G. Kimble & Associates, whose
business address is 311 South State Street, Suite 440, Salt Lake
City, Utah 84111.
Item 6. Resignation of Registrant's Directors
As a result of the change in control set forth herein above
the former Directors of the Company; T.L. "Thom" Holmes, John H.
Berry and Ronald Conquest resigned as officers and directors of
the Company effective January 17, 1997. None of the Directors
referenced herein resigned because of a disagreement with the
Registrant on any matter.
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, thereunto duly
authorized:
THE BUD FINANCIAL GROUP, INC.
Date: May 12, 1997 By: /s/ Larry E. Clark
Larry E. Clark, President