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): December 20, 2002
MID-POWER SERVICE CORPORATION
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(Exact name of registrant as specified in its charter)
Nevada 2-85602-D 87-0398403
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
3800 Howard Hughes Parkway
Suite 860A
Las Vegas, Nevada 89109
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(Address of principal executive offices) (Zip Code)
(702) 214-3615
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(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS
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Appointment of Gary G. Lawley, Ph.D., to Board of Directors
At a meeting on December 17, 2002, the Board of Directors appointed Gary G.
Lawley, Ph.D., to fill the vacancy on the Board created by the resignation of
Kenneth M. Emter, who resigned from the Board and from his position as Chief
Financial Officer to pursue other opportunities. Dr. Lawley has more than 30
years of experience in the environmental site assessment and hazardous waste
remediation fields. Since 1995, he has served as a Senior Program Manager for
Corporate Quality Assurance and Health and Safety Manager for Clearwater
Environmental, Inc. Dr. Lawley earned a Ph.D. in Chemistry and Aquatic Ecology
in 1973 from North Texas State University, an M.S. in Terrestrial Ecology in
1965 from the University of Oklahoma, a B.S. in Biology in 1959 from East
Central University, and has pursued postdoctoral studies at the University of
California, Berkeley.
Legal Proceeding against Edward Mike Davis
On December 18, 2002, Mid-Power Service Corporation and its wholly-owned
subsidiary, Mid-Power Resource Corporation, (the "Company") initiated litigation
by filing a complaint in the District Court of Clark County, Nevada, against
Edward Mike Davis. Mr. Davis is approximately a 61% stockholder of the Company
and has engaged in several joint ventures with the Company.
The complaint includes causes of action for fraud, breach of warranty, and
conversion associated with the Clear Creek property that the Company acquired
under its merger agreement with Red Star, Inc., of which Mr. Davis was the sole
stockholder. The complaint also includes causes of action for fraud, breach of
fiduciary duties, breach of contract, and breach of the implied covenant of good
faith and fair dealing in connection with the Colorado and Wyoming venture
agreements, and a claim under Nevada's civil RICO statute related to both the
merger agreement through which the Company acquired the Clear Creek property and
the Colorado and Wyoming venture agreements. The complaint seeks substantial
relief including monetary damages, punitive damages, rescission of the merger
agreement with Red Star, Inc., and declaratory relief regarding the Company's
rights under the Colorado and Wyoming venture agreements.
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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.
MID-POWER SERVICE CORPORATION
Dated: December 20, 2002 By: /s/ James W. Scott
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James W. Scott, President
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