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) MARCH 31, 2000 LIGHTTOUCH VEIN & LASER, INC. (Exact name of registrant as specified in its charter) NEVADA 0-29301 87-0575118 (State or other jurisdiction of (Commission (IRS Employer incorporation) File Number) Identification No.) 10663 MONTGOMERY ROAD, CINCINNATI, OHIO 45242 (Address of principal executive offices) (Zip Code) (513) 891-8346 Registrant's telephone number, including area code NOT APPLICABLE (Former name or former address, if changed since last report) Exhibit index on consecutive page 2 ITEM 1. CHANGES IN CONTROL OF REGISTRANT Not Applicable. ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS On March 31, 2000, the registrant consummated the acquisition of assets pursuant to the terms of an Asset Purchase Agreement with Harley F. Freiberger, M.D., dba the Charleston Dermatology and Cosmetic Surgery Center. The registrant proposes to use the purchased assets and the services of Dr. Freiberger in its center located in Charleston, South Carolina, known as LightTouch Vein & Laser of South Carolina, Inc. ("LightTouch-South Carolina"). The purchase price of the assets was $700,000 in the form of a promissory note and the assumption of approximately $90,000 in liabilities. The note and the assumed liabilities are expected to be paid from cash flow generated by the operations of LightTouch-South Carolina. ITEM 3. BANKRUPTCY OR RECEIVERSHIP Not Applicable. ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT Not Applicable. ITEM 5. OTHER EVENTS Not Applicable. ITEM 6. RESIGNATIONS OF REGISTRANT'S DIRECTORS Not Applicable. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) Financial statements of businesses acquired: To be filed by amendment (b) Pro forma financial information: To be filed by amendment (c) Exhibits: REGULATION CONSECUTIVE S-K NUMBER DOCUMENT PAGE NUMBER 2.1 Asset Purchase Agreement dated March 29, 2000*<F1> 10.1 Promissory Note dated March 29, 2000*<F1> 10.2 National Medical Director Agreement with Harley F. Freiberger, M.D. dated March 29, 2000*<F1> 2 10.3 South Carolina Medical Director And Administra- tive Services Agreement dated March 29, 2000*<F1> - ----------- <FN> <F1>*To be filed by amendment </FN> ITEM 8. CHANGE IN FISCAL YEAR Not applicable. 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. LIGHTTOUCH VEIN & LASER, INC. April 13, 2000 By:/s/ Gregory F. Martini -------------------------------------- Gregory F. Martini, President 3