SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 21, 2002
ZENITH TECHNOLOGY, INC.
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(Exact Name of Registrant as Specified in Charter)
Nevada
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(State of Incorporation)
68-0448219
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(Commission File No.) (IRS Employer Identification No.)
2600 Michelson Drive, 17th Floor, Irvine, CA 92612
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(Address of Principal Executive Offices) (Zip Code)
949-852-3552
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(Registrant's telephone number, including area code)
406 Center Street, Yuba City, CA 95991
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(Former Name or Former Address, if Changed Since Last Report)
Item 1. Changes in Control of Registrant.
On December 20, 2002, Prime Companies, Inc., ("Prime") the controlling
shareholder of the Registrant, sold 25,824,317 shares of common stock of Zenith
Technology, Inc. to the Tiger Fund, Inc., ("Tiger") an Irvine, California based
business development company, for $90,000 cash. The stock sale transaction,
which constitutes approximately 90.0% of the total issued and outstanding shares
of the Registrant, is classified as a change of control of the Registrant. Prime
is a publicly traded company, incorporated in the State of Delaware with its
principal place of business at 409 Center Street, Second Floor, Yuba City, CA
95991.
Item 2. Acquisition or Disposition of Assets
None.
Item 3. Bankruptcy or Receivership
None.
Item 4. Changes in Registrant's Certifying Accountant
None.
Item 5. Other Items
None.
Item 6.
In connection with the change of control transaction described in Item 1
above, Mssrs. Norbert Lima and Stephen Goodman, effective December 23, 2002,
resigned as officers and Directors of the Registrant. Mssrs. Lima and Goodman
constituted the entire Board of Directors of the Registrant. Mr. Joe LaTorre and
Mr. Douglas Sherrod were nominated and elected as the new Directors of
Registrant.
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.
ZENITH TECHNOLOGY, INC.
Dated: February 3, 2002 By: /s/ Douglas Sherrod
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Douglas Sherrod
Chief Executive Officer