U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
____________________
FORM 8-K/A
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES ACT OF 1934
Date of Report (Date of earliest event reported): April 1, 2004
WELUND FUND, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
000-50142
(Commission File Number)
none
(I.R.S. Employer Identification No.)
244 Fifth Avenue, #W219, New York, NY 10001
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 504-8120
n/a
(Former name or former address, if changed since last report)
ITEM 1. CHANGE IN CONTROL OF REGISTRANT
This Form 8-K/A dated April 8, 2004 is an amended report to a Form 8-K
filed on April 2, 2004 by Welund Fund, Inc., a Delaware corporation (the
"Company").
On April 1, 2004, Mr. T. Chong Weng the sole shareholder of the Company
entered into a Share Purchase Agreement (the "Agreement") with Kevin G. Elmore
of San Diego California, which would have resulted in a restructuring of the
Company's management, Board, and ownership, however Mr. Elmore failed to meet
his obligations as outlined in the Agreement, particularly Mr. Elmore failed to
make payment for the shares, and therefore no change of ownership has or will
take place pursuant to the Agreement.
In accordance therewith, Mr. T. Chong Weng will remain as the sole
director, officer and shareholder of the Company.
The Company directs that all shareholders disregard in its entirety, the
disclosures made in the initial Form 8-K filed with the U.S. Securities and
Exchange Commission on April 2, 2004.
The following table sets forth, as of April 8, 2004, certain information
with respect to the Registrant's equity securities owned of record or
beneficially by (i) each officer and director of the Registrant; (ii) each
person who owns beneficially more than 5% of each class of the Registrant's
outstanding equity securities; and (iii) all directors and executive officers
as a group.
Amount and
Nature of
Name and Address of Beneficial Percent of
Title of Class Beneficial Owner (1) Ownership Class (2)
- -------------- ----------------------------- ---------- ----------
Common Stock T. Chong Weng (3) 2,240,000 100%
244 Fifth Avenue, #W219 Direct
New York, NY 10001
Common Stock All Officers and Directors as 2,240,000 100%
a Group (1 person) Direct
--------------
(1) Beneficial ownership has been determined in accordance with Rule 13d-3
under the Exchange Act and unless otherwise indicated, represents
securities for which the beneficial owner has sole voting and investment
power.
(2) Based upon 2,240,000 shares issued and outstanding.
(3) Mr. T. Chong Weng is the Registrant's current sole officer and director.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report on Form 8-K/A to be signed on its behalf
by the undersigned hereunto duly authorized.
Welund Fund, Inc.
(Registrant)
By: /s/ T. Chong Weng
-----------------------------------
Name: T. Chong Weng
Title: President, Chief Executive Officer,
Secretary, Treasurer and Director
Dated: This 8th day of April 2004.