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): April 20, 2000

                              ePhone Telecom, Inc.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

                                     Florida
                  --------------------------------------------
                 (State or other jurisdiction of incorporation)

                                                        98-0204749
        000-27699                                     Not Applicable
 (Commission File Number)                  (IRS Employer Identification Number)

         Suite 1000, 355 Burrard Street, Vancouver B.C., Canada V6C 2G8
         --------------------------------------------------------------
                    (Address of Principal Executive Offices)

                                 (604) 482-6166
                     ---------------------------------------
                     (Telephone Number, Including Area Code)

                                (Not Applicable)
          -------------------------------------------------------------
          (Former name or former address, if changed since last report)


<PAGE>


 Item 5.  Other Events.

         As previously  reported in a Special  Report on Form 8-K filed on April
17,  2000,  on March 7, 2000,  the Company  finalized an Agency  Agreement  with
Groome  Capital.com  Inc.  of  Canada  ("Groome").  Groome  agreed to act as the
Company's agent to offer in a private  placement,  primarily in Canada, but also
globally -- excluding the United States -- up to 16,363,635  Special Warrants at
and for a price of $1.10 per Special Warrant.  Each Special Warrant entitles the
holder to receive at no cost, one Unit  ("Unit").  Each Unit is comprised of one
share of common  stock of the Company and one warrant  ("Warrant").  The Warrant
entitles the holder to purchase an additional share of the Company during a term
of 24 months at and for a price of $1.60 per share.  The Company will pay Groome
commissions of 8% of the gross proceeds received by the Company from the sale of
the Special Warrants. Groome will also receive as compensation:

(a)          broker warrants (the "Broker  Warrants")  equal to 8% of the number
             of Units sold  pursuant to the  private  placement  offering;  each
             Broker  Warrant  provides  Groome with the option to  purchase  one
             share of the  Company's  common  stock,  exercisable  at $1.10  per
             share,  for a period of 24 months  following the date of closing of
             the offering; and

(b)          an option to purchase an additional  250,000 shares of common stock
             of the Company,  exercisable  at a price of $0.60 per share,  for a
             period of 24 months following the date of closing of the offering.

         As previously reported, the closing of the sale of the first portion of
the Special  Warrants  occurred on March 31, 2000. On April 7, 2000, the closing
of the sale of a second portion of the Special Warrants  occurred,  and on April
20, 2000,  the closing of the sale of the final portion of the Special  Warrants
occurred.  The total  net  proceeds  received  by the  Company  from the Sale of
Special  Warrants  was  approximately  $12,205,000.  The total number of Special
Warrants sold by the Company was 13,780,838.


<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 hereunto duly authorized.

                                             ePHONE TELECOM, INC.

                                             By: /s/Row Zadeh
                                                 ------------------------
                                                 Row Zadeh
                                                 President and CEO

                                             Date: May 15, 2000
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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 (Date of earliest event reported): April 20, 2000

                              ePhone Telecom, Inc.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

                                     Florida
                  --------------------------------------------
                 (State or other jurisdiction of incorporation)

                                                        98-0204749
        000-27699                                     Not Applicable
 (Commission File Number)                  (IRS Employer Identification Number)

         Suite 1000, 355 Burrard Street, Vancouver B.C., Canada V6C 2G8
         --------------------------------------------------------------
                    (Address of Principal Executive Offices)

                                 (604) 482-6166
                     ---------------------------------------
                     (Telephone Number, Including Area Code)

                                (Not Applicable)
          -------------------------------------------------------------
          (Former name or former address, if changed since last report)
Item 5.  Other Events.

         As previously  reported in a Special  Report on Form 8-K filed on April
17,  2000,  on March 7, 2000,  the Company  finalized an Agency  Agreement  with
Groome  Capital.com  Inc.  of  Canada  ("Groome").  Groome  agreed to act as the
Company's agent to offer in a private  placement,  primarily in Canada, but also
globally -- excluding the United States -- up to 16,363,635  Special Warrants at
and for a price of $1.10 per Special Warrant.  Each Special Warrant entitles the
holder to receive at no cost, one Unit  ("Unit").  Each Unit is comprised of one
share of common  stock of the Company and one warrant  ("Warrant").  The Warrant
entitles the holder to purchase an additional share of the Company during a term
of 24 months at and for a price of $1.60 per share.  The Company will pay Groome
commissions of 8% of the gross proceeds received by the Company from the sale of
the Special Warrants. Groome will also receive as compensation:

(a)          broker warrants (the "Broker  Warrants")  equal to 8% of the number
             of Units sold  pursuant to the  private  placement  offering;  each
             Broker  Warrant  provides  Groome with the option to  purchase  one
             share of the  Company's  common  stock,  exercisable  at $1.10  per
             share,  for a period of 24 months  following the date of closing of
             the offering; and

(b)          an option to purchase an additional  250,000 shares of common stock
             of the Company,  exercisable  at a price of $0.60 per share,  for a
             period of 24 months following the date of closing of the offering.

         As previously reported, the closing of the sale of the first portion of
the Special  Warrants  occurred on March 31, 2000. On April 7, 2000, the closing
of the sale of a second portion of the Special Warrants  occurred,  and on April
20, 2000,  the closing of the sale of the final portion of the Special  Warrants
occurred.  The total  net  proceeds  received  by the  Company  from the Sale of
Special  Warrants  was  approximately  $12,205,000.  The total number of Special
Warrants sold by the Company was 13,780,838.
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.

                                             ePHONE TELECOM, INC.

                                             By: /s/Row Zadeh
                                                 ------------------------
                                                 Row Zadeh
                                                 President and CEO

                                             Date: May 15, 2000