1 CURRENT REPORT FOR ISSUERS SUBJECT TO THE 1934 ACT REPORTING REQUIREMENTS FORM 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 CURRENT REPORT Pursuant to Section 13 or 15d of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): October 29, 1996 NORTH AMERICAN RESORTS, INC. (Exact name of registrant as specified in its charter) Colorado 0-26760 84-1286065 (State of Incorporation) (Commission (I.R.S Employer File Number) Identification No.) 315 East Robinson Street Suite 190 Orlando, Florida 32801 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (407) 841-1917 (Former name, former address and former fiscal year, if changed since last report.) 2 ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS. On October 29, 1996, North American Resorts, Inc. ("North American" or the "Company") entered into an agreement to sell assets with a book value of $1,000,000 to Channel America Broadcasting, Inc. ("Channel America") for Channel America's Series C Preferred Stock. The assets consisted of appraised artwork used by the Company as promotional incentives in its sales programs. Channel America issued the Company 50,000 shares of its Series C Preferred Stock as payment. The Series C Preferred Stock converts into shares of Channel America's restricted common stock upon redemption. The Company also received "piggy-back" registration rights for the shares issued, as well as demand registration rights which are effective one year after date of issuance. Max P. Cawal, a director of the Company, is also a director of Channel America, however, Mr. Cawal abstained from the vote by the Company's Board of Directors approving the transaction between the Company and Channel America. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS EXHIBITS (c) Exhibits 2.1 Asset Exchange Agreement by and between North American and Channel America dated October 29, 1996 3 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. Date: November 12, 1996 NORTH AMERICAN RESORTS, INC. By: /s/ Donald R. Mastropietro -------------------------------- Donald R. Mastropietro Chief Financial Officer