SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K/A
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 1, 2004
TRANSPORTATION LOGISTICS INT'L, INC.
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(Exact name of Registrant as Specified in its Charter)
Colorado 0-25319 84-1191355
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(State of Incorporation) (Commission File (IRS Employer
Number) Identification No.)
136 Freeway Drive, East Orange, NJ 07018
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(Address of principal executive offices)
(973) 266-7020
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Registrant's Telephone Number
Amendment No. 1.
The Registrant is filing this amendment to its Current Report in order
to include the financial statements required by Item 310 of Regulation SB.
Item 2. Acquisition of Advanced Medical Diagnostics, LLC
On June 1, 2004 Transportation Logistics Int'l, Inc. acquired the entire
membership interest in Advanced Medical Diagnostics LLC ("AMD"). AMD is
engaged in the business of manufacturing and distributing the "Advanced
Medical Diagnostics HIV (1 & 2) Rapid Test." This diagnostic kit, which
retails for under $6.00, permits an individual to test himself for the HIV
virus and obtain a result in 15 minutes that has 99.4% accuracy
The membership interests in AMD were acquired by Transportation
Logistics in exchange for 100,000 shares of Transportation Logistics common
stock. 76.5% of the membership interest in AMD was acquired from the three
officers of AMD: Michael Gilbert, Michael Alora and Nick Olivieri. The
remaining 23.5% interest was acquired from The Margolies Family Trust. The
trustee of the Margolies Family Trust is the wife of Michael Margolies, and
the beneficiaries of the Margolies Family Trust are the children of Michael
Margolies. Michael Margolies is the Chairman of Transportation Logistics.
In connection with the acquisition, Transportation Logistics agreed to
issue 200,000 of its common shares to the three officers of AMD (Michael
Gilbert - 106,000 shares; Michael Alora - 47,000 shares, and Nick Olivieri -
47,000 shares) to compensate them for their continued employment by AMD.
EXHIBITS
1. Acquisition Agreement dated June 1, 2004 between Transportation Logistics
Int'l, Inc. and the members of Advanced Medical Diagnostics LLC.
2. Financial Statements of Advanced Medical Diagnostics LLC.
3. Pro Forma Financial Statements.
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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.
TRANSPORTATION LOGISTICS INT'L, INC.
Dated: September 10, 2004 By:/s/ Michael Margolies
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Michael Margolies
Chief Executive Officer
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