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: June 8, 2000

                               GS TELECOM LIMITED
             (Exact name of registrant as specified in its charter)


COLORADO                     0-13313                    36-3296861
(State or other              (Commission                (IRS Employer
jurisdiction of              File Number)               Identification No.)
incorporation)



              Enterprise House, Ocean Village, Southampton, England
              -----------------------------------------------------
               (Address of principal executive offices) (Zip Code)

     Registrant's telephone number, including area code 011-44-870 710 6390





Item 1.  CHANGES IN CONTROL OF REGISTRANT

                  None.


Item 2.  ACQUISITION OR DISPOSITION OF ASSETS

                None.

Item 3.  BANKRUPTCY OR RECEIVERSHIP

                  None.

Item 4.  CHANGES IN ACCOUNTANTS

                  None.

Item 5.  OTHER EVENTS

         On June 2, 2000  Registrant  signed an agreement  to acquire  Snowstorm
Development  Limited,  a small  software  development  company  associated  with
Reading  University  (and based at Reading  University).  Snowstorm  Development
Limited  has a number  of  communication  products  (generically  called  Vmail)
allowing added value Internet communications.

         Also on June 2,  2000  Registrant  signed  and  agency  agreement  with
Argonet  Payments  System  Limited.  This  complements  the ATTM  debit  card by
allowing  secure credit card  payments.  The  combination  allows  Registrant to
provide  a  turnkey  payment  solution  to  Internet   vendors.   There  was  no
consideration paid. It was a straight agency (commission) agreement.

Item 6. BOARD OF DIRECTORS

         None.

Item 7.  FINANCIAL STATEMENTS PRO FORMA FINANCIAL & EXHIBITS

                  Exhibit 1 - Share  Purchase  Agreement  among  Adrian  Clarke,
                  Wendy Elizabeth Lugner, Kenneth  Fraser Shimmin, Peter Butler,
                  and GS Telecom Limited

                  Exhibit 2 - Agency  Agreement  between  GS Telecom Limited and
                  Argonet Payment Systems Limited






                                    SIGNATURE

         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.

Date: June 8, 2000                     GS TELECOM LIMITED

                                           /s/ C.P. Gervaise-Brazier
                                       By: ------------------------------------
                                       C.P. Gervaise-Brazier
                                       President