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): November 15, 2001
FRANKLIN CAPITAL CORPORATION
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(Exact name of registrant as specified in charter)
DELAWARE 1-9727 13-3419202
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
450 Park Avenue, 10th Floor, New York, New York 10022
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 486-2323
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N/A
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(Former name or former address, if changed since last report)
NY2:\1097545\01\n$vd01!.DOC\46351.0018
ITEM 5. OTHER EVENTS
On November 15, 2001, Franklin Capital Corporation, a Delaware corporation (the
"Company"), and Change Technology Partners, Inc., a Delaware corporation
("Change"), announced that they had reached an agreement in principle to combine
their businesses through a merger of the Company and Change. The Press Release
relating to such announcement is attached hereto as Exhibit 99.1.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
EXHIBIT NUMBER DESCRIPTION
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99.1 Press Release, issued November 15, 2001
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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.
FRANKLIN CAPITAL CORPORATION
Date: November 15, 2001 By: /s/ Spencer L. Brown
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Spencer L. Brown
Senior Vice President
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EXHIBIT INDEX
EXHIBIT NUMBER DESCRIPTION
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99.1 Press Release, issued November 15, 2001.
4