UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
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CURRENT REPORT
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Pursuant to Section 13 or 15(d) of the Securities Exchange act of 1934
Date of Report: August 29, 1997
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FREEDOM FINANCIAL ENTERPRISES, INC.
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(Exact name of registrant as specified in its charter as amended)
Colorado 33-24387 84-1092599
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(State or other (Commission File (IRS Employer
jurisdiction Number) Identification Number)
of Incorporation)
3296 Osceola Street, Denver, Colorado, 80212-1742
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(Address of Principal executive office)
Voice (303)-433-9830 FAX (303)-433-2001
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(Registrants telephone and FAX numbers, including area code)
180 North Woodruff Ave. Idaho Falls, Idaho 83401
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(Former address of Registrant)
INFORMATION BEING REPORTED ON
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ITEM I Changes in Control of Registrant;
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Under the terms of that certain Settlement Agreement dated on or about March 6,
1997, the parties thereto agreed that 8,449,000 shares of the registrants common
stock registered in the name of Fusiones Y Acquisiciones de San Jose SA and
4,500,000 shares of the Registrants preferred stock authorized to be issued to
participants of Financial Freedom Enterprises, Inc., a Idaho corporation, would
be canceled. The Registrant has received the certificates evidencing the
8,499,000 shares of common stock registered in the name of Fusiones Y
Acquisiciones de San Jose SA and will proceed to cancel these shares. The
preferred stock has never been issued.
As a result of the foregoing, the number of issued and outstanding shares of the
Registrant will be reduced from 15,549,000 down to 7,100,000 which has the
effect of proportionately increasing the ownership percentages of all remaining
shareholders.
ITEM II Acquisition or Disposal of Assets:
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Under the terms of that certain Settlement Agreement dated on or about March 6,
1997, all assets transferred to the Registrant in exchange for the 4,500,000
shares of the Registrants preferred stock were to be re-conveyed. However, the
current directors and officers of the Registrant have been unable to establish
or verify that any assets were ever transferred or conveyed to the Registrant in
consideration for the issuance of any of the 4,500,000 shares of preferred
stock. Accordingly, it does not appear that the Registrant is required to
re-convey any assets in furtherance of the foregoing Settlement Agreement.
ITEM V Other Events:
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(Special Shareholders Meeting)
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A Special Meeting of the Registrants shareholders was held on June 25, 1997 at
which time those shareholders owing a majority of the issued and outstanding
shares elected three (3) new directors, authorized a name change of the
Registrant to its current name of Cambridge Universal Corporation and authorized
an amendment to its Articles Of Incorporation which re-established a $0.10 par
value for its authorized preferred stock, none of which are issued or
outstanding. An amendment to the Registrants Articles Of Incorporation
reflecting the name change and the change in the par value of its authorized
preferred stock was filled with the Colorado Secretary Of State on July 15,
1997.
The three (3) new directors of the Registrant are John L. Alter, K. L. Graham
and Ben C. Martinez who also hold the offices of President, Secretary/Treasure
and Vice President respectively.
ITEM VI Resignations of Registrants Directors.
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The Registrants prior directors and officers are believed to have resigned their
respective positions sometime between February, 1997 and May, 1997 in connection
with that certain Settlement Agreement dated on or about March 6, 1997. However,
the current directors and officers have been unable to locate any documents
verifying these resignations. As a result of these resignations, the Special
Meeting of Shareholders was held on June 25, 1997 as referenced in Item V above.
In connection with the foregoing resignations, the Registrant is not aware of
having any letter from a resigning director disagreeing with any of the
Registrants operations, policies or practices and requesting that the matter be
disclosed.
SIGNATURES
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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.
Cambridge Universal Corporation
(F/N/A Financial Freedom Enterprises, Inc.)
by: /s/ John L. Alter
08/29/97 -------------------------------------------
- -------- John L Alter
Date President