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
   
Date of Report (Date of earliest event reported):   March 21, 2007
   
CABELTEL INTERNATIONAL CORPORATION
 
(Exact Name of Registrant as Specified in its Charter)
         
Nevada   000-08187   75-2399477
 
(State or other
jurisdiction of incorporation)
  (Commission
File No.)
  (I.R.S. Employer
Identification No.)
 
       
1755 Wittington Place, Suite 300
Dallas, Texas
   
75234
 
(Address of principal executive offices)   (Zip Code)
   
Registrant’s telephone number, including area code   972-407-8400
   
     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:
  o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
  o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
  o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
  o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Item 5.03.    Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
     (a)   On February 2, 2007, CabelTel International Corporation (the “Company”) or “GBR” or the “Registrant” received written consents in lieu of a meeting of stockholders from the holders of more than a majority of the outstanding shares of Common Stock representing in excess of 58% of the total votes of the Company approving a Certificate of Amendment to the Articles of Incorporation of the Company pursuant to which the authorized Common Stock of the Company under the Articles of Incorporation, as amended, would be increased from 4,000,000 shares up to 100,000,000 of such Common Stock. An Information Statement pursuant to Section 14(c) of the Securities Exchange Act of 1934 was distributed to all stockholders of the Company on or about February 16, 2007 noting that such matters would not become effective until at least twenty (20) calendar days after the Information Statement as first sent or given to stockholders pursuant to the requirements of Rule 14c-2(b) under the Securities Exchange Act of 1934 had passed.
     The Company filed a Certificate of Amendment with the Secretary of State of Nevada amending the Articles of Incorporation to reflect the increased authorization in the number of shares of Common Stock on March 21, 2007. The effect of the Amendment to the Articles of Incorporation is to increase the number of authorized shares of Common Stock, par value $0.01 per share, to 100,000,000 shares from 4,000,000 shares. The number of shares of authorized Preferred Stock remains the same at 10,000,000 shares of Preferred Stock, par value $0.10 each.
Item 9.01.    Financial Statements and Exhibits.
  (d)   Exhibits.
    The following are filed herewith as Exhibits or incorporated by reference as indicated below:
     
Exhibit    
Designation   Description of Exhibit
     
3.13*   Certificate of Amendment to the Articles of Incorporation of CabelTel International Corporation as filed with and approved by the Secretary of State of Nevada on March 21, 2007.
 
*   Furnished herewith.
 

-1-


 

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.
         
     Dated: March 26, 2007  CABELTEL INTERNATIONAL CORPORATION


 
  By:   /s/  Gene S. Bertcher  
    Gene S. Bertcher, President   
       
 

-2-

 

     
(LOGO)      ROSS MILLER
Secretary of State
204 North Carson Street, Ste 1
Carson City, Nevada 89701-4299
(775) 684 5708
Website: secretaryofstate.biz
     
Certificate of Amendment
(PURSUANT TO NRS 78.385 AND 78.390)
  (STATE OF NEVADA)
USE BLACK INK ONLY — DO NOT HIGHLIGHT   ABOVE SPACE IS FOR OFFICE USE ONLY
Certificate of Amendment to Articles of Incorporation
For Nevada Profit Corporations

(Pursuant to NRS 78.385 and 78.390 — After Issuance of Stock)
1.   Name of corporation:
CabelTel International Corporation
2.   The articles have been amended as follows (provide article numbers, if available):
Article FOUR of the Articles of Incorporation is further amended by amending the first sentence thereof as follows:
           The Corporation shall have the authority to issue two classes of Stock, and the total number authorized shall be One Hundred Million (100,000,000) shares of Common Stock of the par value of one cent ($0.01) each and Ten Million (10,000,000) shares of Preferred Stock of the par value of ten cents ($0.10) each.”
3.   The vote by which the stockholders holding shares in the corporation entitling them to exercise at least a majority of the voting power, or such greater proportion of the voting power as may be required in the case of a vote by classes or series, or as may be required by the provisions of the* articles of incorporation have voted in favor of the amendment is: 59%
4.   Effective date of filing (optional):
     
    (must not be later than 90 days after the certificate is filed)
     
5.   Officer Signature (Required)   (SIGNATURE)
*If any proposed amendment would alter or change any preference or any relative or other right given to any class or series of outstanding shares, then the amendment must be approved by the vote, in addition to the affirmative vote otherwise required of the holders of shares representing a majority of the voting power of each class or series affected by the amendment regardless of limitations or restrictions on the voting power thereof.
IMPORTANT: Failure to include any of the above information and submit the proper fees may cause this filing to be rejected.
This form must be accompanied by appropriate fees.   Nevada Secretary of State AM 78 385 Amend 2007
Revised on 01/01/07