U.S. 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): Janaury 5, 2001 COMMISSION FILE NUMBER: Innovative Software Technologies, Inc. (Exact name of registrant as specified in its charter) California 95-4691878 - -------------------------------------- ---------------- (State or jurisdiction of incorporation (I.R.S. Employer or organization I.D. No.) Room 1502, Sunning Court, Hoi Ping Road Causeway Bay, Hong Kong (Address of principal executive offices) (Zip Code) - -------------------------------------- ---------------- Registrant's telephone number: 852-2808-4329 827 State Street, Santa Barbara, CA 93101 (Former name or former address, if changed since last report) [CAPTION] Item 1. Changes in Control of Registrant On or about January 5, 2001, Jeffrey Volpe and Agata Gotova assigned all of their shares in the company to Cassandra Dean-Rankin and Alan George Dean, for the aggregate sum of $25,000. On or about January 5, 2001, Jeffrey Volpe and Agata Gotova resigned as officers and directors of the company and were replaced by Cassandra Dean- Rankin and Alan George Dean. Item 2. Acquisition or Disposition of Assets Not applicable. Item 3. Bankruptcy or Receivership Not Applicable Item 4. Changes in Registrant's Certifying Accountant Not Applicable Item 5. Other Events As a result of the share sale, the company added a director to its board of directors and effected a change in management, as follows: DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT Name Age Position Cassandra Dean-Rankin 37 President, Director Alan Dean 73 Secretary, Treasurer, Director Cassandra Dean-Rankin. Ms. Dean-Rankin is the current President and Direcotr of the company since January 6, 2001. She is the current owner of Orient Rich Enterprise, and import-export company specializing in beauty and health products throughout Asia and Australia. Since 1990, she has worked as regional sales and marketing director for Phillip Wain International. From 1989 through February, 1990, she was employed for Lis Claiborne. Alan Dean. Mr. Dean is the current Secretary, Treasurer and Director of the company since January 6, 2001. He is a retired Royal Australian Naval Officer. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT: The following table sets forth certain information regarding the beneficial ownership of the shares of Common Stock of Russian Imports as of the date of this disclosure(1), by (I) each person who is known by Russian Imports to be the beneficial owner of more than five percent (5%) of the issued and outstanding shares of common stock, (ii) each of Nortech's directors and executive officers, and (iii) all directors and executive officers as a group. Name and Address Number of Shares Percentage Owned ________________ ________________ ________________ Cassandra Dean-Rankin 438,000 10.16% Room 1502, Sunning Court Hoi Ping Road Causeway Bay, Hong Kong Alan George Dean 438,000 10.16% 14 Curlew Street, Woorim Birbie Island, QLD 4507 Officers and Directors as a Group 876,000 20.32% Based on outstanding shares of 4,309,320 Item 6. Resignations of Registrant's Directors Effective January 5, 2001, Jeffrey Volpe and Agata Gotova resigned as officers and directors of the company. Item 7. Financial Statements and Exhibits (a) Financial Statements of Business Acquired. Not applicable. (b) Pro forma Financial Information. Not applicable. Exhibits. There is attached hereto the following exhibits: Exhibit 1. Resignation of Jeffrey Volpe Exhibit 2. Resignation of Agata Gotova SIGNATURES Pursuant to the requirements of the Securities Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: January 20, 2001 INNOVATIVE SOFTWARE TECHNOLOGIES, INC. /Cassandra Dean-Rankin/ - ----------------------------- By: Cassandra Dean-Rankin President [CAPTION] EXHIBIT 1. I hereby resign as an officer and director of Innovative Software Technologies, Inc. as of January 5, 2001. /Jeffrey Volpe/ [CAPTION] Exhibit 2. I hereby resign as an officer and director of Innovative Software Technologies, Inc. as of January 5, 2001. /Agata Gotova/