110 Media Group/Inc · 8-K · For 5/10/01

Filed On 5/16/01 11:00am ET   ·   SEC File 0-29462   ·   Accession Number 1010549-1-500100

Current Report   ·   Form 8-K
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Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                         4     18K 

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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 Event Requiring Report: May 10, 2001

 DOMINIX, INC.
(Exact name of registrant as specified in its charter)

      Delaware                      000-29462                   39-1765590
(State of Incorporation)        (Commission File Number)         (IRS Employer  
                                                               Identification #)

2777 Summer Avenue, Stamford, CT 26903
--------------------------------------------
(Address of Principal Executive Offices)

203-602-1510
----------------------------------------
(Registrant's telephone number, including area code)

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ITEM 1.          CHANGES IN CONTROL OF REGISTRANT                               

There is a possible  legal action with respect to the former  Chairman,  CEO and
consultant, Ray Vahab. There is also a possible legal action with respect to the
former  Director and President of the company  Zhara Yamani.  Both Mr. Vahab and
Ms. Yamani were  terminated  for cause.  The company is currently  investigating
possibility  of  litigation   for  improper   activities  as  well  as  improper
distribution of stock.                                                          

See Item 6, below.                                                              

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 of May 2001,  the  company  has  terminated  its lease and vacated its former
offices as well as its main  location  at 142 West 36th  Street in New York City
and  consolidated  its operations with its subsidiary,  which is located at 2777
Summer St. Stamford CT 06903. The company through it's International Controllers
(ICON)  subsidiary  has a five (5) year lease on the current  office space which
started on October 1998. The office consists of approximately  4,100 square feet
and the current monthly costs which include rental, utilities and property taxes
amount to approximately $9,100 dollars.                                         

ICON's headquarters  accommodate  corporate staff,  engineering lab, and network
operations  center (NOC). The Company has switching  facilities and call centers
located  in  Stamford,   Connecticut,   New  York  City,  Los  Angeles,   Manila
(Philippines), Moscow and St. Petersburg (Russia), and Caracas (Venezuela).     

ITEM 6.          RESIGNATIONS OF DIRECTORS AND EXECUTIVE OFFICERS               

On January 10, 2001, and pursuant to an acquisition  agreement of ICON,  Dominix
Chairman and CEO, Ray Vahab,  resigned and was replaced by Mr. Abreu.  Mr. Vahab
also  resigned his position as a director of the Company and was replaced by Mr.
Abreu. Mr Vahab remained as consultant to the Company.                          

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Due  diligence by the current  management as well results of the formal audit of
the Corporation  revealed improper business practices and improper  distribution
of stock. As a result,  on April 2001,  Enrique Abreu,  the Company's  Chairman,
terminated  Zhara Yamini as a Director and Officer of the  Corporation for cause
as well as terminated  Ray Vahab's  consulting  contract for cause.  As the sole
remaining  member of the Board of Directors,  he appointed to the Board, Mr. Ric
Cmiel and Maya Likar.                                                           

Currently the Board of Directors is comprised of the followiing:                

Name                      Age               Position    
-------------             ---               --------    
 Enrique Abreu             42                CEO, Chairman
Ric Cmiel                 43                Director    
Maya Likar                52                Director    

Enrique J. Abreu: Chairman and Chief Executive Officer, President               
         Abreu has over 15 years of advanced  hardware and software  development
design  experience.  Mr. Abreu oversees the  development of the circuit  design,
software design, and systems integration of ICON intelligent switches.  Prior to
founding ICON, Abreu was a key member in the development of the IPC Tradenet MX,
the premier trading turret switch used on Wall Street's trading floors today. At
ITT's Advanced  Research Center,  Abreu became a Lead Principal  Engineer in the
Parallel   Processing   Project  that  produced  the  single  largest   parallel
microprocessor  developed by ITT. He holds patents in several  circuit  designs.
Education includes MSEE, University of Pennsylvania. BS (Magna Cum Laude) ME and
EE, University of the Philippines.                                              

Richard Cmiel: Director and Consultant                                          
         Cmiel manages the  development and  positioning of  eClubsworldwide  on
behalf of ICON/Dominix.  Cmiel originates and negotiates strategic partnerships,
marketing alliances,  and business development  opportunities.  He has extensive
experience  in ethnic  marketing  and  international  business  as well as sales
management, inbound and outbound telemarketing, and consumer marketing programs.
He is also responsible for corporate images and communications. Prior to joining
ICON/Dominix,  Cmiel has held executive  management  positions at Destia, a $600
million  international  communications  company,  and  at  the  Comtel  Computer
Corporation.  Education includes BA  Communications,  University of Hartford and
Project Management at Hartford Graduate Center. Member MIT Technology Club, Yale
University, and Connecticut Technology Council.                                 

Maya Likar: Director                                                            
         Ms.  Likar is  presently  the tax counsel at Banco de Roma and has been
working for the Bank since 1993. Prior to her present position, Ms. Likar worked
as the Vice President for Tax matters for National  Australia Bank and with Peat
Marwick KMPG. Ms. Likar is a member of the American Bar  Association.  She has a
JD from Boston College,  Master in Accounting from Northeastern University and a
BA from Tufts University.                                                       

8-K
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ITEM 7.          FINANCIAL STATEMENTS                                           

Not Applicable                                                

ITEM 8.          CHANGE IN FISCAL YEAR                                          

Not Applicable                                                

EXHIBITS                                                                        

Not Applicable                                                

SIGNATURES                                                    

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  Registrant  has duly caused this Current Report on Form 8-K to be signed on
its behalf by the undersigned hereunto duly authorized.                         

By: /s/ Enrique Abreu                                         
---------------------------------                             
Enrique Abreu                                                 
President                                                     

Date:    May 15, 2001                       

Dates Referenced Herein   and   Documents Incorporated By Reference

				Referenced-On Page
This 8-K Filing		Date		First		Last			Other Filings
		1/10/01		2					8-K, 3
For The Period Ended		5/10/01		1
		5/15/01		4					NT 10-Q/A, NT 10-Q
Filed On / Filed As Of		5/16/01							10KSB
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