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): November 28, 1997

                                   SIMS Communications, Inc.
            (Exact name of registrant as specified in its charter)


           Delaware                   0-25474                 65-0-287558
(State or other jurisdiction of      (Commission             (I.R.S. Employer
 incorporation or organization)       File Number)          Identification No.)

                       3333 S. Congress Avenue, Suite 401
                           Delray Beach, Florida 33445
                   (Address of principal executive offices)
                                   (Zip Code)

                                 (561) 265-3601
             (Registrant's telephone number, including area code)

                                       N/A
             (Former name, former address and former fiscal year,
                         if changed since last report)




<PAGE>


Item 1.  Changes in Control of Registrant

         Effective November 28, 1997:

         (i)  Melvin Leiner and Darren Marks resigned as officers and directors
of the Company,

         (ii) James Caprio and Donald Marks resigned as officers of the Company,

         (iii) David P. Barnhill resigned as a director of the Company,

         (iv) Mark Bennett was elected  President and Chief Executive Officer of
the Company, and

         (v)  Michael  Mallet  was  elected  Executive  Vice  President  of the
Company.

         As a result of the foregoing,  the present management of the Company is
as follows:

    Name                     Position

Mark Bennett                 President, Chief Executive Officer and a Director

Michael Mallet               Executive Vice President and a Director

Bruce Schames                Chief Financial Officer

Chet Howard                  Director

George Pursglove             Director

Item 5.  Other Information

         In January  1996 the Company  began  offering  its  cellular  telephone
activation program to members of the Florida, Louisiana and Mississippi AAA Club
(the "FLM Club").  This program  allows a AAA member to receive a free  cellular
telephone if the member  agrees to a one year service  contract  with a cellular
telephone  carrier.  The Company is paid a commission for each service  contract
signed by a FLM Club member. This program generated about 38% of the Company's
revenue  for the year ending  June 30,  1997 and  operated at a gross  profit of
approximately  $527,000 for the year ending June 30, 1997. On or about  November
13,  1997,  the Company  received  notice  from the FLM Club that (i)  effective
October  1, 1997 the  Louisiana  and  Mississippi  members  of the FLM Club were
transferred  to the Automobile  Club of Missouri and (ii)  effective  January 1,
1998 the  Florida  members of the FLM Club will be  transferred  to the AAA Auto
Club South. The Company is currently  considering whether to pursue negotiations
with the Automobile  Club of Missouri and the AAA Auto Club South with a view to
continuing its cellular  telephone  activation program in its present form or in
some  modified  format.  The  Company  is also  considering  its legal and other
options.


<PAGE>


         At October 3l, l997,  the Company had l8 ACDC units in operation,  nine
of which were  located at various  offices of a national can rental  agency.  On
November  l9,  l997 the  Company's  agreement  with the car  rental  agency  was
terminated.  As a result of the termination of this agreement, the Company plans
to remove its ACDC units from the offices of the car rental agency.  The Company
also plans to remove its nine other ACDC Units from their locations in the field
and to generally discontinue the rental of cellular telephones.

Item 7.  Financial Statements and Exhibits

         No Financial statements or exhibits are filed with this report.



<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.

DATE: December 2, 1997                      SIMS COMMUNICATIONS, INC.


                                       By /s/ Mark Bennett
                                               Mark Bennett, 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 (Date of earliest event reported): November 28, 1997

                                   SIMS Communications, Inc.
            (Exact name of registrant as specified in its charter)

           Delaware                   0-25474                 65-0-287558
(State or other jurisdiction of      (Commission             (I.R.S. Employer
 incorporation or organization)       File Number)          Identification No.)

                       3333 S. Congress Avenue, Suite 401
                           Delray Beach, Florida 33445
                   (Address of principal executive offices)
                                   (Zip Code)

                                 (561) 265-3601
             (Registrant's telephone number, including area code)

                                       N/A
             (Former name, former address and former fiscal year,
                         if changed since last report)
Item 1.  Changes in Control of Registrant

         Effective November 28, 1997:

         (i)  Melvin Leiner and Darren Marks resigned as officers and directors
of the Company,

         (ii) James Caprio and Donald Marks resigned as officers of the Company,

         (iii) David P. Barnhill resigned as a director of the Company,

         (iv) Mark Bennett was elected  President and Chief Executive Officer of
the Company, and

         (v)  Michael  Mallet  was  elected  Executive  Vice  President  of the
Company.

         As a result of the foregoing,  the present management of the Company is
as follows:

    Name                     Position

Mark Bennett                 President, Chief Executive Officer and a Director

Michael Mallet               Executive Vice President and a Director

Bruce Schames                Chief Financial Officer

Chet Howard                  Director

George Pursglove             Director

Item 5.  Other Information

         In January  1996 the Company  began  offering  its  cellular  telephone
activation program to members of the Florida, Louisiana and Mississippi AAA Club
(the "FLM Club").  This program  allows a AAA member to receive a free  cellular
telephone if the member  agrees to a one year service  contract  with a cellular
telephone  carrier.  The Company is paid a commission for each service  contract
signed by a FLM Club member. This program generated about 38% of the Company's
revenue  for the year ending  June 30,  1997 and  operated at a gross  profit of
approximately  $527,000 for the year ending June 30, 1997. On or about  November
13,  1997,  the Company  received  notice  from the FLM Club that (i)  effective
October  1, 1997 the  Louisiana  and  Mississippi  members  of the FLM Club were
transferred  to the Automobile  Club of Missouri and (ii)  effective  January 1,
1998 the  Florida  members of the FLM Club will be  transferred  to the AAA Auto
Club South. The Company is currently  considering whether to pursue negotiations
with the Automobile  Club of Missouri and the AAA Auto Club South with a view to
continuing its cellular  telephone  activation program in its present form or in
some  modified  format.  The  Company  is also  considering  its legal and other
options.
At October 3l, l997,  the Company had l8 ACDC units in operation,  nine
of which were  located at various  offices of a national can rental  agency.  On
November  l9,  l997 the  Company's  agreement  with the car  rental  agency  was
terminated.  As a result of the termination of this agreement, the Company plans
to remove its ACDC units from the offices of the car rental agency.  The Company
also plans to remove its nine other ACDC Units from their locations in the field
and to generally discontinue the rental of cellular telephones.

Item 7.  Financial Statements and Exhibits

         No Financial statements or exhibits are filed with this report.
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.

DATE: December 2, 1997                      SIMS COMMUNICATIONS, INC.

                                       By /s/ Mark Bennett
                                               Mark Bennett, President