UNITED STATES
                       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) April 16, 1997



                               MACAW CAPITAL, INC.
             (Exact name of registrant as specified in its charter)



              NEVADA                  33-55254-31             87-0438639
   (State or other jurisdiction       (Commission           (IRS Employer
          of incorporation)           File Number)       Identification No.)



              3098 SO. HIGHLAND DRIVE, SUITE 460
              SALT LAKE CITY, UTAH                               84106
              (Address of principal executive offices)         (Zip Code)




        Registrant's telephone number, including area code (801) 485-7775












ITEM 5.  Other Events.



         On February 8, 1996, David R. Yeaman,  Secretary/Treasurer and Director
of the Company,  was charged in the United States District Court for the Eastern
District of  Pennsylvania  with  conspiracy, wire fraud, and fraud in the offer,
purchase and sale of securities,  in violation of 18 U.S.C.  Sections 2, 371 and
1343;  15  U.S.C.  Sections  77q(a),  77x,  78j(b),  and  78ff;  and Rule  10b-5
promulgated by the Securities and Exchange Commission, Title 17, Code of Federal
Regulations,  Section  240.10b-5  (1986).  On April 16,  1997,  Mr.  Yeaman  was
convicted  of one count of  conspiracy,  five  counts of wire  fraud,  and three
counts of securities fraud.














                                   SIGNATURES


Pursuant to the  requirements  of the  Securities  and Exchange Act of 1934, the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.


                               MACAW CAPITAL, INC.



                                      By:  s\Krista Nielson
                                          --------------------------------------
                                          Krista Nielson, President and Director
Dated:  April 21, 1997