SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(D) of fhe Securities
Exchange Act of 1934.
Date of Report (Date of earliest event reported) JUNE 18, 1997
STANSBURY HOLDINGS CORPORATION
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(Exact name of registrant as specified in its charter)
UTAH 06034 87-0281239
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(State of (Commission File (Irs Employer
Incorporation) Number) Identification
Number)
676 LOUIS DRIVE, WARMINSTER, PENNSYLVANIA 18974
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(Address of principal executive offices of the registrant)
Registrant's telephone number, including area code: (215) 328-9566
113 83RD STREET, VIRGINIA BEACH, VIRGINIA 23451
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(Former name or former address, if changed since last report)
ITEM 6. RESIGNATIONS OF REGISTRANT'S DIRECTORS
On June 20, 1997, the Registrant received a letter dated June 18, 1997
(copy attached as an exhibit hereto), from Donald S. Sanford in which he
resigned as a director of the Registrant. The stated reasons for Mr. Sanford's
resignation included the Board of Director's purported failure to address
certain perceived problems including the current valuation of the Registrant's
principal mining asset. Mr. Sanford objected to the failure of the Board of
Directors to (i) elect two persons who he had nominated to the Board, (ii)
authorize his continued pursuit of a mining acquisition, (iii) settle or
otherwise immediately resolve certain pending or threatened legal actions
involving the Registrant's acquisition, and (iv) call an annual meeting of the
shareholders of the Registrant. In addition, Mr. Sanford also questioned the
Registrant's relationship with certain third-parties as well as the creation and
maintenance of a bank account of the Registrant outside of his control.
The Registrant believes that Mr. Sanford's letter of resignation
misstates the problems confronting the Registrant and reflects his failure to
accept corporate decisions made by a majority of the Registrant's directors in
their reasonable business judgment.
The Registrant further believes that the lack of (i) a comprehensive
business plan, (ii) a current professional valuation of the Registrant's
principal mining asset, and (iii) the organizational structure to provide
business experience, has limited its ability to pursue its prospective business
opportunities. The Registrant is actively attempting to resolve all of the
threatened and pending legal actions confronting it.
Given its recent change in management, the Registrant is currently in
the process of reviewing all of its existing relationships in all phases of its
business (legal, accounting, financial and public relations) before it
determines how to proceed with future endeavors.
The Registrant believes that the maintenance of a bank account
controlled by the Registrant, as opposed to the former president, is a prudent
business practice.
Finally, as previously disclosed, the Registrant anticipates conducting
a shareholders' meeting during September 1997.
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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 thereunto duly authorized.
STANSBURY HOLDINGS CORPORATION
DATE: JUNE 26, 1997 BY: /s/ EDWARD C. STANOJEV, JR.
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EDWARD C. STANOJEV, JR.,
PRESIDENT
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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17 June 18, 1997 letter from Donald S.
Sanford to Martin Peskin, Chairman of the
Board of Directors of Stansbury Holdings
Corporation.
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