UNITED STATES
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) October 16, 2006
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Camelot Corporation
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(Exact name of registrant as specified in its charter)
Colorado 0-8299 84-0681531
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
PMB 249, 6757 Arapaho, Suite 122, Dallas, Texas 75248
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (972) 612-1400
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(Former name or former address, 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 (see General Instruction A.2. below):
|_| 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))
Section 5 - Corporate Governance and Management
Item 5.02 Departure of Directors or Principal Officers; Election of
Directors; Appointment of Principal Officers.
On October16, 2006, the Board of Directors the ("Board") of Camelot
Corporation (the "Company"), acting by written consent, appointed Allan S. Wolfe
and Betty L. Wolfe as directors on the Board of Directors of the Company. These
appointments filled vacancies existing on the Board.
The bylaws of the Company required a minimum of three members on Board of
Directors of the Company. Mr. Wolfe and Ms. Wolfe agreed to serve as directors
of the Company for the limited purpose of filling the existing vacancies on the
Board and adopting new bylaws that are more consistent with current Colorado law
and modern corporate practices, including, without limitation, permitting the
number of Directors of the Company to be set, from time-to-time, by the Board of
Directors with no minimum. Mr. Wolfe and Ms. Wolfe agreed to serve as directors
on the understanding that each intended to resign immediately following adoption
of the new bylaws. On October 16, 2006, following the adoption of the new bylaws
as described in Item 5.03 below, the Board, by unanimous consent, set the number
of directors at one, effective immediately upon the resignations of Mr. Wolfe
and Ms. Wolfe.
Thereafter, Mr. Wolfe and Ms. Wolfe submitted their resignations to the
Board, each to be effective immediately. Daniel Wettreich will continue to serve
on the Board as the sole director of the Company.
Mr. Wolfe previously served as a director of the Company from May 1993
through July 2005. Neither Mr. Wolfe nor Ms. Wolfe is a party to any
transaction, or series of transactions, required to be disclosed pursuant to
Item 404(a) of Regulation S-K.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in
Fiscal Year.
On October 16, 2006, the Board of Directors of the Company, by unanimous
written consent, adopted the Amended and Restated Bylaws of the Company. Among
other things, the Amended and Restated Bylaws permit the Board of Directors of
the Company to set, from time to time, the required number of directors. Under
the Company's previous bylaws, the Company was required to have a minimum of
three directors.
On October 16, 2006, the Board of Directors, by unanimous written consent,
voted to set the number of directors of the Company at one, effective
immediately upon the resignations of directors Allan S. Wolfe and Betty L.
Wolfe. Mr. Wolfe and Ms. Wolfe subsequently submitted their resignations to the
board on October 16, 2006, each to be effective immediately.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
3(b) Amended and Restated Bylaws of the Company.
SIGNATURES
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.
CAMELOT CORPORATION
Date: October 16, 2006 By: /s/ Daniel Wettreich
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Name: Daniel Wettreich
Title: President