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:    November 5, 1997


                  TELECONFERENCING SYSTEMS INTERNATIONAL, INC.
              ----------------------------------------------------
             (Exact name of registrant as specified in its charter)



    Colorado                       0-13313                        36-3296861
---------------                  -----------                 -------------------
(State or other                  (Commission                    (IRS Employer
jurisdiction of                  File Number)                Identification No.)
incorporation)



c/o 10200 W. 44th Ave., #400, Wheat Ridge, CO              80033
---------------------------------------------             --------
(Address of principal executive offices)                 (Zip Code)

Registrant's telephone number, including area code 303-422-8127
                                                   ------------

P.O. Box 4197, Englewood, CO  80155-4197
-------------------------------------------------------------
(Former name or former address, if changed since last report.)




<PAGE>



Item 1. Changes in Control of Registrant
----------------------------------------

     By a contract  dated August 28, 2997 between  Treleven  Limited  ("TL") and
Exchange Place Partners,  LLC ("EPP"),  TL agreed to acquire  30,636,000  common
shares of TSI.


Item 2. Acquisition or Disposition of Assets
--------------------------------------------

     On October  28,  1997,  TSI  acquired  GS Telecom  Limited  ("GST") for the
consideration  of a loan note for $150,000 which is  convertible  into shares of
common  stock at one (1)  cent per  share  at any  time  during  the six  months
following the completion of the reverse split referred to below.

Item 3. Bankruptcy or Receivership
----------------------------------

     None.

Item 4. Changes in Accountants
------------------------------

     None.


Item 5. Other Events
--------------------

     The  Directors  of TSI have  proposed  to reduce the  issued  shares of TSI
following the  acquisition of GST to 278,220 shares by means of 150 to 1 reverse
split and will be filing an Information Statement shortly.

     Treleven Limited,  the new controlling  shareholder,  has agreed to vote in
favor of the reverse split.

     The  Company  plans to raise  $1.8  million  net of  expenses  by a Private
Placement of an 8% convertible Note.


Item 6. Resignation of Directors
--------------------------------

     Upon  consummation  of the GST  transaction  and the  effectiveness  of the
required 14f Notice to Shareholders, Director Keith Shwayder will resign and the
appointment  of Messrs.  David Innes and Marshall Kaye as directors  will become
effective.


Item 7. Financial Statements Pro Forma Financial & Exhibits
-----------------------------------------------------------

     7.1 GST Contract



<PAGE>


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 thereunto duly authorized.

Date: November 5, 1997              TELECONFERENCING SYSTEMS INTERNATIONAL, INC.


                                    By:/s/ Robert Kropf
                                       -----------------------------------------
                                       Robert Kropf, President
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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 Report:    November 5, 1997

                  TELECONFERENCING SYSTEMS INTERNATIONAL, INC.
              ----------------------------------------------------
             (Exact name of registrant as specified in its charter)

    Colorado                       0-13313                        36-3296861
---------------                  -----------                 -------------------
(State or other                  (Commission                    (IRS Employer
jurisdiction of                  File Number)                Identification No.)
incorporation)

c/o 10200 W. 44th Ave., #400, Wheat Ridge, CO              80033
---------------------------------------------             --------
(Address of principal executive offices)                 (Zip Code)

Registrant's telephone number, including area code 303-422-8127
                                                   ------------

P.O. Box 4197, Englewood, CO  80155-4197
-------------------------------------------------------------
(Former name or former address, if changed since last report.)
Item 1. Changes in Control of Registrant
----------------------------------------

     By a contract  dated August 28, 2997 between  Treleven  Limited  ("TL") and
Exchange Place Partners,  LLC ("EPP"),  TL agreed to acquire  30,636,000  common
shares of TSI.

Item 2. Acquisition or Disposition of Assets
--------------------------------------------

     On October  28,  1997,  TSI  acquired  GS Telecom  Limited  ("GST") for the
consideration  of a loan note for $150,000 which is  convertible  into shares of
common  stock at one (1)  cent per  share  at any  time  during  the six  months
following the completion of the reverse split referred to below.

Item 3. Bankruptcy or Receivership
----------------------------------

     None.

Item 4. Changes in Accountants
------------------------------

     None.

Item 5. Other Events
--------------------

     The  Directors  of TSI have  proposed  to reduce the  issued  shares of TSI
following the  acquisition of GST to 278,220 shares by means of 150 to 1 reverse
split and will be filing an Information Statement shortly.

     Treleven Limited,  the new controlling  shareholder,  has agreed to vote in
favor of the reverse split.

     The  Company  plans to raise  $1.8  million  net of  expenses  by a Private
Placement of an 8% convertible Note.

Item 6. Resignation of Directors
--------------------------------

     Upon  consummation  of the GST  transaction  and the  effectiveness  of the
required 14f Notice to Shareholders, Director Keith Shwayder will resign and the
appointment  of Messrs.  David Innes and Marshall Kaye as directors  will become
effective.

Item 7. Financial Statements Pro Forma Financial & Exhibits
-----------------------------------------------------------

     7.1 GST Contract
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 thereunto duly authorized.

Date: November 5, 1997              TELECONFERENCING SYSTEMS INTERNATIONAL, INC.

                                    By:/s/ Robert Kropf
                                       -----------------------------------------
                                       Robert Kropf, President