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: January 28, 1997
(Date of earliest event reported)
________________________________
ECKLER INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
________________________________
Florida 1-14082 59-1469577
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation or
organization)
5200 South Washington Avenue, Titusville, Florida 32780
(Address of principal executive offices, zip code)
(407) 269-9680
(Registrant's telephone number, including area code)
Item 5. Other Events.
On January 28, 1997, the Registrant closed the
merger with Smart Choice Holdings, Inc., under a merger
agreement dated December 30, 1996. In respect of the merger,
approximately 3,259,367 restricted shares of Class A Common
Stock and 1,257,389.5 restricted shares of Class B Common Stock
were exchanged for all of the issued and outstanding common stock
of Smart Choice. The Registrant expects to change its name to
Smart Choice Holdings, Inc. in the near future and will maintain
its headquarters in Titusville, Florida. The Registrant will be
reorganized into a holding company that will encompass four
divisions: the Registrant's on-going business of Corvette parts
and accessories; new car sales and used car sales; insurance and
auto finance; and, dealer development services. As a result of
the merger, Registrant is now operating, through its Smart Choice
subsidiary, two used car auto dealerships at three locations, an
auto finance company, and an insurance services company, all of
which are currently located in Florida. The Registrant plans to
continue acquiring throughout the Southeast additional new and
used auto dealerships, and related businesses engaged in auto
finance and insurance. In connection with the merger, the Board
of Directors elected Gary R. Smith as the new President of the
Registrant and Ralph H. Eckler as Chairman of the Corvette parts
and accessories division. In respect of the merger, Mr. Eckler
entered into a new employment agreement with the Company,
relinquished certain stock options, and received a stock option
for 150,000 shares of Class A Common Stock, 100,000 of which are
exercisable at $8.75 per share, and 50,000 of which are
exercisable at $10.00 per share. Additionally, Ronald V. Mohr
resigned from the Board of Directors. The Board increased the
number of directors to six members and elected three additional
directors: Robert J. Abrahams, David E. Bumgardner and Gary R.
Smith.
Item 7. Exhibits.
4.1 Non-Qualified Stock Option Agreement
between Ralph H. Eckler and Registrant dated
January 28, 1977.
4.2 Registration Rights Agreement between
Ralph H. Eckler and the Registrant dated January
28, 1997.
10.1 Merger Agreement dated December 30, 1996
10.2 Executive Employment Agreement between
Ralph H. Eckler and Registrant.
99.1 Press Release dated January 29, 1997
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.
ECKLER INDUSTRIES, INC.
By:/s/ Gary R. Smith
February 11, 1997 President
INDEX TO EXHIBITS
4.1 Non-Qualified Stock Option Agreement between Ralph H. Eckler
and Registrant dated January 28, 1997.
4.2 Registration Rights Agreement between Ralph H. Eckler and
the Registrant dated January 28, 1997.
10.1 Merger Agreement dated December 30, 1996.
10.2 Executive Employment Agreement between Ralph H. Eckler and
Registrant.
99.1 Press Release dated January 29, 1997.