8-K 1 d8k.txt FORM 8-K 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): June 7, 2002 CD Warehouse, Inc. ------------------ (Exact name of registrant as specified in its charter) Delaware -------- (State or other jurisdiction of incorporation) 000-21887 73-1504999 --------- ---------- (Commission File Number) (I.R.S. Employer Identification No.) 900 N. Broadway, Oklahoma City, OK 73102 ---------------------------------- ----- (Address of principal executive offices) (Zip Code) (405) 236-8742 -------------- (Registrant's telephone, including area code) Not Applicable -------------- (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE. Clayton Taylor was appointed as a Director of CD Warehouse, Inc. on May 26, 2002. Mr. Taylor is founder of and serves as the principal of the Taylor Group, a lobbying and consulting firm specializing in business, energy and health issues. The Taylor Group offers various services such as business management and communications consulting, direct lobbying of state and federal legislative and regulatory agencies, community relations, political action committee and campaign management, and marketing and client recruitment and development. Mr. Taylor began his career in Washington, D.C., working on the staffs of five members of the US House of Representatives. Thereafter, Mr. Taylor served 15 years working in corporate management, government relations and public affairs for McDonald's Corporation, Phillips Petroleum Company, Coastal Corporation and Dutch Caribbean. Mr. Taylor is a graduate of Oklahoma State University with a B.S. in Business Administration. Ken Sarachan was appointed as a Director of CD Warehouse, Inc. on May 7, 2002. Subsequently, Mr. Sarachan declined such appointment as a Director. 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. CD WAREHOUSE, INC. (Registrant) Date: June 7, 2002 By: /s/ Christopher M. Salyer -------------------------------------- Christopher M. Salyer, President and Chief Executive Officer

Date of Report (Date of earliest event reported) February 25, 2002

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

900 North Broadway, Oklahoma City, Oklahoma 73102 (Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code (405) 236-8742

Not applicable

Item 5. Other Events and Regulation FD Disclosure.

On or about February 25, 2002, Stephen B. Browne tendered to the Company his resignation from the Board of Directors. His resignation was for personal reasons and he did not express in his letter of resignation any disagreement with the Company on any matter relating to the Company's operations, policies or practices.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

By: /s/ Christopher M. Salyer Christopher M. Salyer President and Chief Executive Officer

Dated: March 11, 2002

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