UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-KA Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 21, 1998 (April 25, 1997) --------------------------------- INCOMNET, INC. -------------- (Exact name of registrant as specified in its charter) CALIFORNIA ---------- (State or other jurisdiction of incorporation) 0-12386 95-2871296 ------- ---------- (Commission File Number) (I.R.S. Employer Identification No.) 21031 Ventura Boulevard, Suite 1100, Woodland Hills, California 91364 --------------------------------------------------------------- ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (818) 887-3400 NOT APPLICABLE -------------- (Former name, former address and former fiscal year, if changed since last report) Total number of pages in this document: 40 1 TABLE OF CONTENTS ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS . . . . . . . . . . . . . . . 3 ITEM 7. EXHIBITS Exhibit A-1. - Escrow Agreement Between Incomnet, Inc., Mark Richardson and Jerry C. Buckley, dated April 25, 1997. . . . . . . . . 4 Exhibit A-2. - Escrow Agreement Between Incomnet, Inc., Mark Richardson and Ralph Flygare, dated April 25, 1997 . . . . . . . . . . 10 Exhibit A-3. - Escrow Agreement Between Incomnet, Inc., Mark Richardson and Robert Reisbaum, dated April 25, 1997 . . . . . . . . . 16 Exhibit A-4. - Escrow Agreement Between Incomnet, Inc., Mark Richardson and E. V. Schmidt, dated April 25, 1997 . . . . . . . . . . 22 Exhibit A-5. - Escrow Agreement Between Incomnet, Inc., Mark Richardson and Diane Orendorff, dated April 25, 1997 . . . . . . . . . 28 Exhibit A-6. - Escrow Agreement Between Incomnet, Inc., Mark Richardson and Nora Kenner Hoffberg, dated April 25, 1997. . . . . . . 34 2 ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS The following Exhibits A-1 through A-6 are associated with the acquisition of California Interactive Computing, Inc. by the Company on April 25, 1997. The information about the acquisition was submitted to the Commission in an 8-K dated May 2, 1997. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. INCOMNET, INC. -------------- (Registrant) Date: January 21, 1998 By: /s/ Melvyn Reznick ------------------- Melvyn Reznick, President and Chief Executive Officer 3