U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 5, 1997 ------------------------------------------------ Date of Report (date of earliest event reported) DATALINK SYSTEMS CORPORATION ---------------------------------------------------- Exact name of Registrant as Specified in its Charter Nevada 0-21069 35-3574355 - --------------------------- --------------- --------------------------- State or Other Jurisdiction Commission File IRS Employer Identification of Incorporation Number Number 2105 Hamilton Avenue, Suite 240, San Jose, California 95125 ----------------------------------------------------------- Address of Principal Executive Offices, Including Zip Code (408) 558-0800 -------------------------------------------------- Registrant's Telephone Number, Including Area Code ITEM 9. SALES OF EQUITY SECURITIES PURSUANT TO REGULATION S. On February 5, 1997, the Company issued 100,000 shares of its Common Stock to Chase Financial Corp. pursuant to Regulation S. The shares were issued as consideration for public relations services performed by Chase Financial Corp. No underwriter or placement agent was used. 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 authorized. DATALINK SYSTEMS CORPORATION Dated: February 26, 1997 By/s/ Anthony LaPine Anthony LaPine, President