SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
COMMISSION FILE NO.: 0-33513
Date of Report: June 6, 2007
GS ENVIROSERVICES, INC.
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(Exact name of registrant as specified in its charter)
Delaware 11-3579554
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(State of other jurisdiction of (IRS Employer
incorporation or organization Identification No.)
One Penn Plaza, Suite 1612 10119
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(Address of principal executive offices) (Zip Code)
(212) 994-5374
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(Registrant's telephone number including area code)
TDS (TELEMEDICINE), INC.
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(Former name, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
__ Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
__ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
__ Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
__ Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 8.01 Other Events
Effective at close of business on June 6, 2007, tds (Telemedicine), Inc., a New
York corporation, reincorporated in the State of Delaware by merging with and
into GS EnviroServices, Inc., a Delaware corporation which was a wholly owned
subsidiary of tds (Telemedicine). As a result of the merger, GS EnviroServices,
Inc. is the surviving corporation, the name of the surviving corporation is GS
EnviroServices, Inc., the Certificate of Incorporation and Bylaws of GS
EnviroServices, Inc. are the Certificate of Incorporation and Bylaws of the
surviving corporation, and each share of common stock, $.001 par value,
outstanding of tds (Telemedicine) prior to the merger was converted into one
share of common stock, $.001 par value, of GS EnviroServices, Inc. No other
changes were effected with respect to the registrant or its capitalization.
Item 9.01 Financial Statements and Exhibits
Exhibits
3.01 Certificate of Incorporation of GS EnviroServices, Inc., - filed as an
Appendix to the Definitive Proxy Statement on Form 14 (a) filed on May 9,
2007
3.02 Bylaws of GS EnviroServices, Inc.
10.1 Agreement and Plan of Merger dated April 24, 2007 - filed as an Appendix to
the Definitive Proxy Statement on Form 14 (a) filed on May 9, 2007
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 hereunto duly authorized.
TDS (TELEMEDICINE), INC.
By: /s/ James F. Green
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James F. Green
President and Chief Executive Officer
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