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):      Commission File Number:
                  August 23, 1999                             1-10210



                                  eGLOBE, INC.
             (Exact name of registrant as specified in its charter)



       DELAWARE                                             13-3486421
       (State or other jurisdiction                        (IRS Employer
       of incorporation)                              Identification Number)



                        1250 24TH STREET, N.W., SUITE 725
                             WASHINGTON, D.C. 20037

               (Address of principal executive offices) (Zip Code)


               Registrant's telephone number,including area code:
                                 (202) 822-8981


          (Former name or former address, if changed since last report)

                           NOT APPLICABLE



<PAGE>


                                  eGLOBE, INC.

ITEM 5            OTHER EVENTS

GENERAL

                  eGlobe, Inc., (the "Company") took several significant actions
after August 17, 1999 in response to decisions by Nasdaq  regarding  the listing
of the Company's Common Stock on the Nasdaq National Market. The purpose of this
filing is to disclose in more detail the Nasdaq  decisions,  discuss the actions
taken   by  the   Company,   and  present   an  unaudited  pro  forma  condensed
consolidated  balance sheet as of July 31, 1999 that  reflects  those actions as
well as the  Company's  acquisition  in early  August of the  Network  Operating
Center and related switching and transmission facilities of Swiftcall USA, Inc.

LISTING ON THE NASDAQ NATIONAL MARKET

                  The Company was notified by a letter from Nasdaq at the end of
the  business  day on August 17, 1999 that  trading in the Common Stock would be
moved from the Nasdaq  National  Market to the OTC Bulletin  Board on Wednesday,
August 18,  1999.  The  Company  immediately  requested  reconsideration  of the
decision,  and the Common  Stock of the  Company  resumed  trading on the Nasdaq
National Market effective at the opening of trading on Monday,  August 23, 1999.
The Company's  continued listing on the Nasdaq National Market is subject to its
maintaining  compliance  with  certain  requirements  imposed by Nasdaq that are
related to the amount of "net  tangible  assets"  reported by the Company on its
balance sheet.

                  As a result of the  restructuring  of the  Company in 1998 and
the  initiation  of its growth  plan at the  beginning  of 1999,  the  Company's
compliance with the net tangible asset requirement of the Nasdaq National Market
continued  listing  criteria became an issue which needed to be resolved between
Nasdaq and the Company. Net tangible assets, as defined by Nasdaq, equals assets
minus  liabilities  and minus  goodwill.  Following  an inquiry by Nasdaq to the
Company,  written  submissions  by the  Company,  and a hearing  before a Nasdaq
listing  qualifications  panel, Nasdaq concluded in July and advised the Company
on August 10, 1999 that the Company had  presented a plan which would  enable it
to comply  with all  requirements  for  continued  listing on an ongoing  basis.
Accordingly,  Nasdaq  continued the listing of the  Company's  securities on the
Nasdaq National Market.

                  The  August  10   determination   required  that  the  Company
demonstrate that it was implementing the plan by (1) reporting,  on its 10-Q for
the  quarter  ended June 30,  1999,  a minimum of $9.9  million in net  tangible
assets,  and (2)  making  a  public  filing  with the SEC by  October  15,  1999
reporting $20.0 million in net tangible assets.

                  On August 16, 1999, the Company filed its quarterly  report on
Form 10-Q containing a June 30, 1999 unaudited  condensed  consolidated  balance
sheet  with pro forma  adjustments.  The Form  10-Q  reported  what the  Company
believed to be net  tangible  assets of $10.5  million.  However,  on August 17,
Nasdaq  informed  the  Company  that it failed to satisfy  the $9.9  million net
tangible asset

                                      -2-

<PAGE>

requirement  set by the panel.  This decision  resulted from the treatment of $3
million of the Company's redeemable preferred stock by Nasdaq as a liability for
purposes of the  tangible net asset  calculation;  the Company  (reflecting  the
required  balance  sheet  treatment  pursuant  to  GAAP)  had not  treated  this
redeemable  preferred stock as a liability.  Such redeemable preferred stock was
reflected outside of Stockholders Equity as temporary equity.

                  In seeking  reconsideration  and in  discussions  with  Nasdaq
relative  to the  reconsideration,  the Company  recognized  the need to further
restructure its balance sheet, in response to the Nasdaq treatment of redeemable
stock. After  consultations with Nasdaq, it under took several actions which are
elaborated below and which resulted in a positive decision on Friday,  August 20
by Nasdaq to return the Company to its National Market Listing. In restoring the
Company  to its  listing,  Nasdaq  required  the  Company  to meet two  specific
requirements for continued  listing.  The Company must make a public filing with
the SEC by September 3, 1999 which includes a July 31, 1999 unaudited  condensed
consolidated  balance sheet evidencing a minimum of $9.9 million of net tangible
assets.  The  Company  must make a further  filing by  October  15,  1999  which
includes an August 31,  1999  unaudited  condensed  consolidated  balance  sheet
evidencing a minimum of $20.0 million of net tangible assets.

                  The  Nasdaq  August  20,  1999  letter is  attached  hereto as
Exhibit 99.1 and the press release issued by the Company  regarding the above on
August 20, 1999 is attached hereto as Exhibit 99.2.

                  The  Company  believes  that it has met the $9.9  million  net
tangible  asset  requirement.  The Company  believes that it will meet the $20.0
million net tangible asset requirement,  through a combination of financings and
acquisitions  in  which  it  plans  to  issue  equity  securities.  There  is no
assurance,  however,  that Nasdaq will not differ  with the  Company's  analysis
regarding the $9.9 million net tangible asset requirement, that the Company will
be able to satisfy the $20.0  million net tangible  asset  requirement,  or that
Nasdaq will not impose subsequent and different requirements.  If the Company is
unable to meet the requirements, the Common Stock likely would be transferred to
the Nasdaq SmallCap  Market or OTC Bulletin Board. If such an event occurs,  the
liquidity  of the Common  Stock  could be  impaired,  the Common  Stock could be
subject  to  price  fluctuations  upon  such  transfer  and  the  Company  could
experience  greater  difficulty in raising capital or making  acquisitions using
its equity securities.

                                      -3-

<PAGE>


RECENT TRANSACTIONS

                  Acquisition of Network Operating Center. On August 9, 1999 the
Company  announced the acquisition of the Network  Operating  Center ("NOC") and
related  switching and transmission  facilities of Swiftcall USA, Inc.  Combined
with operating  facilities of the Network Services division of eGlobe in Reston,
Virginia, the NOC gives the Company a gateway for its growing Internet voice and
fax business,  as well as an enhanced  facility for  circuit-switched  telephone
services.  The  Company  acquired  the NOC for an  aggregate  purchase  price of
$3,430,000, consisting of (i)$3,290,000 due in two equal payments on December 3,
1999 and June 2,  2000  payable  in  shares  of  common  stock  and (ii)  direct
acquisition costs of approximately  $140,000.  The acquisition was accounted for
using the purchase method of accounting. The preliminary allocation reflects the
preliminary  estimates of the fair value of the assets  acquired and liabilities
assumed  based on  management's  review and  third-party  appraisals.  The final
purchase price allocation will be determined as additional  information  becomes
available. In August 1999, the Company borrowed the remaining $1.5 million under
its $20.0  million  secured  note  agreement  and used $1.1  million to prepay a
certain Swiftcall lease.

                           Issuance of  Preferred  Stock to Prepay $4 million of
$20 million note to EXTL Investors. On the basis of agreements reached on August
18,  1999,  the Company  will issue to EXTL  Investors  40 shares of 5% Series J
Cumulative  Convertible  Preferred  Stock (the "Series J Preferred  Stock"),  as
prepayment of $4 million of the  outstanding  $20 million secured note issued to
EXTL Investors.  The carrying value of the $4.0 million note, net of unamortized
discount of $2.1 million, was approximately $1.9 million. The excess of the fair
value of the  Series J  Preferred  over the  carrying  value of the note of $2.1
million will be recorded as a loss on debt extinguishment in September 1999. The
$4.0 million  prepayment was allocated to reflect a reduction of $649,000 in the
current portion of the note with the remainder to reduce long-term maturities.

                  Terms of Series  J Preferred Stock.

                           The  conversion  of the debt to  Series  J  Preferred
Stock  has  been  irrevocably  agreed.   Final  documentation  is  substantially
completed and is expected to be executed in the next several days.  The terms of
the Series J Preferred Stock as currently agreed are outlined below.

                           Voting Rights.  The holders of the Series J Preferred
Stock  do  not  have  voting  rights,  unless  otherwise  provided  by  Delaware
corporation law or unless dividends  payable on the Series J Preferred Stock are
in arrears for six quarters, at which time the Series J Preferred Stock would be
entitled  to vote as a separate  class to elect one  director  to the  Company's
Board of Directors at the next  stockholders'  meeting.  The affirmative vote of
66-2/3% of the  holders  of the Series J  Preferred  Stock is  required  for the
issuance of any class or series of stock of the Company  ranking senior to or on
a parity  with the  Series  J  Preferred  Stock as to  dividends  or  rights  on
liquidation, winding up and dissolution.

                           Liquidation  Rights.  The  holders  of the  Series  J
Preferred  Stock are entitled,  together  with any preferred  stock ranking on a
parity with the Series J Preferred  Stock, to a liquidation  preference over the
Common  Stock  and  any  junior  preferred  stock,  but  after  payment  of  all
preferential  amounts due holders of senior preferred  stock,  equal to $100,000
per share, plus any accrued and unpaid dividends.

                           Dividends.  The Series J Preferred  Stock  carries an
annual dividend of 5% which is payable  quarterly,  beginning December 31, 2000,
if declared by the Company's Board of Directors.  If the Board of Directors does
not declare dividends,  they accrue and remain payable. All dividends that would
accrue  through  December  31, 2000 on each share of Series J  Preferred  Stock,
whether or not then  accrued,  will be payable in full upon  conversion  of such
share of Series J Preferred  Stock.  No dividends may be granted on Common Stock
or any preferred  stock ranking junior to the Series J Preferred Stock until all
accrued but unpaid dividends on the Series J Preferred Stock are paid in full.

                                      -4-

<PAGE>

                           Conversion.  The shares of Series J  Preferred  Stock
are convertible,  at the holder's option, into shares of the Common Stock at any
time at a conversion  price equal to the most recent  closing market price prior
to the date of  agreement.  The  shares  of  Series J  Preferred  Stock are also
convertible  into  Common  Stock at a lower  price upon a change of control  (as
defined)  if the  market  price of the  Common  Stock  on the  date  immediately
preceding the change of control is less than the conversion price. The shares of
Series J Preferred Stock will  automatically  be converted into shares of Common
Stock,  on the  earliest  to occur of (x) the  first  date as of which  the last
reported  sales price of the Common  Stock on Nasdaq is $5.00 or more for any 20
consecutive  trading days during any period in which Series J Preferred Stock is
outstanding,  (y) the date that 80% or more of the Series J Preferred  Stock the
Company have issued has been  converted  into Common  Stock,  or (z) the Company
completes a public  offering of equity  securities  at a price of at least $3.00
per share and with gross proceeds to the Corporation of at least $20 million.

                           The Certificate of Designations of Series J Preferred
Stock provides for  adjustments to the number of shares issuable upon conversion
in the event of certain  dividends and distributions to holders of Common Stock,
certain  reclassifications  of the Common Stock, stock splits,  combinations and
mergers and similar  transactions  and certain changes of control.  In addition,
the  Certificate of  Designations  of the Series J Preferred  Stock provides for
adjustment to the conversion  price if the Company sells stock for less than the
conversion price.

                           No  Redemption.  The shares of the Series J Preferred
Stock are not subject to optional or mandatory redemption.

                  Exchange  of New  Preferred  Stock  for  Series  G  Cumulative
Convertible  Redeemable  Preferred Stock. On the basis of agreements  reached on
August  19,  1999,  the  Company  issued 30  shares  of 5%  Series K  Cumulative
Convertible Preferred Stock (the "Series K Preferred Stock") in exchange for the
share of its Series G Cumulative  Convertible  Redeemable  Preferred  Stock (the
"Series G Redeemable")  held by American United Global,  Inc. Nasdaq  determined
that the Series G  Redeemable,  which was valued at  $3,006,411 on the Company's
June 30, 1999 unaudited condensed  consolidated balance sheet, should be treated
as a  liability  for the  tangible  net  asset  calculation  which  reduced  the
Company's net tangible asset calculation set forth in its quarterly report filed
on  August  16,  1999.   The  exchange  of  the  Series  G  Redeemable  for  the
nonredeemable  Series K Preferred  should permit the Series K Preferred Stock to
be classified  as equity rather than a liability on the Company's  July 31, 1999
unaudited condensed consolidated balance sheet.

                  Terms of Series K Preferred Stock

                            Voting Rights. The holders of the Series K Preferred
Stock  do  not  have  voting  rights,  unless  otherwise  provided  by  Delaware
corporation law or unless dividends  payable on the Series K Preferred Stock are
in arrears for six quarters, at which time the Series K Preferred Stock would be
entitled  to vote as a separate  class to elect one  director  to the  Company's
Board of Directors at the next  stockholders'  meeting.  The affirmative vote of
66-2/3% of the  holders  of the

                                      -5-

<PAGE>

Series K Preferred  Stock is required for the issuance of any class or series of
stock  of the  Company  ranking  senior  to or on a  parity  with  the  Series K
Preferred  Stock as to  dividends  or  rights  on  liquidation,  winding  up and
dissolution.

                            Liquidation  Rights.  The  holders  of the  Series K
Preferred  Stock are entitled,  together  with any preferred  stock ranking on a
parity with the Series K Preferred  Stock, to a liquidation  preference over the
Common  Stock  and  any  junior  preferred  stock,  but  after  payment  of  all
preferential  amounts due holders of senior preferred  stock,  equal to $100,000
per share, plus any accrued and unpaid dividends.

                            Dividends.  The Series K Preferred  Stock  carries a
annual dividend of 5% which is payable  quarterly,  beginning December 31, 2000,
if declared by the Company's Board of Directors.  If the Board of Directors does
not declare dividends,  they accrue and remain payable. All dividends that would
accrue  through  December  31, 2000 on each share of Series K  Preferred  Stock,
whether or not then  accrued,  will be payable in full upon  conversion  of such
share of Series K Preferred  Stock.  No dividends may be granted on Common Stock
or any preferred  stock ranking junior to the Series K Preferred Stock until all
accrued but unpaid dividends on the Series K Preferred Stock are paid in full.

                            Conversion.  The shares of Series K Preferred  Stock
are convertible,  at the holder's option, into shares of the Common Stock at any
time at a conversion  price equal to the most recent  closing market price prior
to agreement.  The shares of Series K Preferred Stock are also  convertible into
Common  Stock at a lower  price upon a change of  control  (as  defined)  if the
market price of the Common Stock on the date immediately preceding the change of
control is less than the  conversion  price.  The  shares of Series K  Preferred
Stock will  automatically  be  converted  into  shares of Common  Stock,  on the
earliest  to occur of (x) the  first  date as of which the last  reported  sales
price of the  Common  Stock on  Nasdaq  is $5.00 or more for any 20  consecutive
trading days during any period in which Series K Preferred Stock is outstanding,
(y) the date that 80% or more of the Series K Preferred  Stock the Company  have
issued has been  converted  into Common  Stock,  or (z) the Company  completes a
public offering of equity  securities at a price of at least $3.00 per share and
with gross proceeds to the Corporation of at least $20 million.

                            The   Certificate  of   Designations   of  Series  K
Preferred  Stock provides for  adjustments to the number of shares issuable upon
conversion  in the event of certain  dividends and  distributions  to holders of
Common  Stock,  certain  reclassifications  of the Common  Stock,  stock splits,
combinations  and  mergers  and  similar  transactions  and  certain  changes of
control. In addition,  the Certificate of Designations of the Series K Preferred
Stock provides for adjustment to the conversion price if the Company sells stock
for less than the conversion price.

                            No Redemption.  The shares of the Series K Preferred
Stock are not subject to optional or mandatory redemption.

                  The Exchange  Agreement and  Certificate  of  Designations  of
Series K Preferred Stock are attached hereto as Exhibits 2.1 and 4.1.

                                      -6-

<PAGE>

                  Exercise of Warrants. Pursuant to agreements reached on August
19, 1999,  holders of warrants  exercised  them and purchased  712,518 shares of
Common Stock for an aggregate purchase price of $716,254.

                  The effect of these  transactions  on the Company's  Unaudited
Condensed Consolidated balance sheet is an addition to stockholders' equity.

                  Sale of Restricted Stock.  Pursuant to agreement on August 25,
1999, a shareholder of the Company purchased 160,257 shares of restricted Common
Stock  for  an  aggregate  purchase  price  of  $250,000.  The  effect  of  this
transaction on the Company's unaudited condensed  consolidated  balance sheet is
an addition to equity.

                                      -7-
<PAGE>

UNAUDITED PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET


                                  eGLOBE, INC.
            UNAUDITED PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET
                               AS OF JULY 31, 1999

<TABLE>
<CAPTION>
                                                              eGLOBE
                                                          AS OF 7/31/99       ADJUSTMENTS                  PRO FORMA
     ----------------------------------------------------------------------------------------------------------------
<S>                                                           <C>              <C>                    <C>
     ASSETS
     CURRENT
       Cash and cash equivalents                              $ 3,451,350      $ 1,366,000    (2)        $ 4,817,350

       Accounts receivable, net                                 8,598,206                -                 8,598,206
       Other current assets                                     1,540,956                -                 1,540,956
                                                              ===========      ===========               ===========

     TOTAL CURRENT ASSETS                                      13,590,512        1,366,000                14,956,512
                                                              ===========      ===========               ===========
     PROPERTY AND EQUIPMENT, NET                               12,381,115        4,937,000    (1)         17,318,115

     GOODWILL, NET                                             15,067,196                -                15,067,196

     OTHER INTANGIBLES, NET                                    12,488,113                -                12,488,113

     OTHER ASSETS                                               1,874,935         (140,000)   (1)          1,734,935
                                                              ===========      ===========               ===========

     TOTAL ASSETS                                            $ 55,401,871      $ 6,163,000              $ 61,564,871
                                                              ===========      ===========               ===========

     LIABILITIES, REDEEMABLE PREFERRED
       STOCK AND STOCKHOLDERS' EQUITY
     CURRENT LIABILITIES
        Accounts payable                                      $ 7,882,883        $ 407,000  (1)(2)       $ 8,289,883
        Accrued expenses                                        7,678,822                -                 7,678,822
        Notes payable principally related to acquisitions       1,125,000                -                 1,125,000
        Note payable and current maturities of long-term debt   6,205,198         (649,000)   (3)          5,556,198
        Other current liabilities                               2,784,099                -                 2,784,099
                                                              ===========      ===========               ===========
     TOTAL CURRENT LIAIBLITIES                                 25,676,002         (242,000)               25,434,002
                                                              ===========      ===========               ===========
     LONG-TERM DEBT, NET OF CURRENT  MATURITIES                 8,586,091          269,000    (3)          8,855,091
                                                              ===========      ===========               ===========

     TOTAL LIABILITIES                                         34,262,093           27,000                34,289,093
                                                              ===========      ===========               ===========
     REDEEMABLE PREFERRED STOCK                                 3,021,411       (3,021,411)   (4)                  -
                                                              ===========      ===========               ===========
     STOCKHOLDERS' EQUITY
        Preferred stock                                             1,913                -                     1,913
        Common stock                                               20,063            1,000    (5)             21,063
        Additional paid-in capital                             67,325,885        7,986,411  (4)(5)        75,312,296
        Stock to be issued                                        978,690        3,290,000    (1)          4,268,690
        Accumulated deficit                                   (50,397,079)      (2,120,000)   (5)        (52,517,079)
        Accumulated other comprehensive loss                      188,895                -                   188,895
                                                              ===========      ===========               ===========
     TOTAL STOCKHOLDERS' EQUITY                                18,118,367        9,157,411                27,275,778
                                                              ===========      ===========               ===========
     TOTAL LIABILITIES, REDEEMABLE PREFERRED
       STOCK AND STOCKHOLDERS' EQUITY                        $ 55,401,871      $ 6,163,000              $ 61,564,871
                                                              ===========      ===========               ===========
</TABLE>


     See notes to the pro forma condensed consolidated balance sheet


                                      -8-
<PAGE>

                                  eGLOBE, INC.
         NOTES TO PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET
                                   (UNAUDITED)


The transactions described in Item 5, "Other Transactions", are discussed below:

         (a)  In August 1999,  the Company  acquired  Swiftcall for an aggregate
              purchase price of $3,430,000,  consisting of (i) $3,290,000 due in
              two equal payments on December 3, 1999 and June 2, 2000 payable in
              shares  of  common  stock  and (ii)  direct  acquisition  costs of
              approximately  $140,000.  The  acquisition was accounted for using
              the purchase  method of  accounting.  The  preliminary  allocation
              reflects the preliminary estimates of the fair value of the assets
              acquired and liabilities  assumed based on management's review and
              third-party  appraisals.  The final purchase price allocation will
              be determined as additional information becomes available.

         (b)  In August 1999,  the Company  borrowed the remaining  $1.5 million
              under its  $20.0  million  secured  note  agreement  and used $1.1
              million to prepay a certain Swiftcall lease.

         (c)  Based on  an  agreement  signed  on September 2, 1999, the Company
              plans to issue 40 shares  of 5%  Series J  Cumulative  Convertible
              Preferred Stock ("Series J Preferred")  valued  at $4.0 million as
              prepayment  of $4.0  million  of  the  outstanding  $20.0  million
              secured note  agreement.  The  carrying  value of the $4.0 million
              note,   net  of   unamortized   discount   of  $2.1  million,   is
              approximately  $1.9 million.  The  excess of the fair value of the
              Series J Preferred  over  the  carrying  value of the note of $2.1
              million  will be  recorded  as  a loss on debt  extinguishment  in
              September  1999.  The $4.0  million  prepayment  was  allocated to
              reflect a  reduction  of  $649,000  in the current  portion of the
              note with the remainder to reduce long-term maturities.

         (d)  On September 3, 1999,  the Company issued 30 shares of 5% Series K
              Cumulative  Convertible  Preferred Stock ("Series K Preferred") in
              exchange  for  the  share  of  Series  G  Cumulative   Convertible
              Redeemable Preferred Stock ("Series G Preferred").

         (e)  On  August  25,  1999,  a  stockholder  of the  Company  purchased
              160,257   shares  of  restricted  common  stock  for an  aggregate
              purchase price of $250,000.

         (f)  In August 1999, the Company received proceeds of $716,000 from the
              exercise of warrants to acquire 712,518 shares of common stock.

The  following  pro forma  adjustments  to the  unaudited  pro  forma  condensed
consolidated balance sheet are as if the above transactions  occurred as of July
31, 1999:

      (1)To reflect the acquisition of Swiftcall. The components of the purchase
         price and its  preliminary  allocation  to the assets  and  liabilities
         acquired are as follows:

<TABLE>
<S>                                                                                        <C>
              COMPONENTS OF PURCHASE PRICE:
                        Common stock to be issued                                                     $ 3,290,000
                        Direct acquisition costs                                                          140,000
                                                                                                ------------------
           TOTAL PURCHASE PRICE                                                                         3,430,000

              ALLOCATION OF PURCHASE PRICE:
                        Property and equipment                                                         (4,937,000)
                        Current liabilities                                                             1,507,000
                                                                                                ------------------
              TOTAL                                                                                   $         -
                                                                                                ==================
</TABLE>

                                      -9-

<PAGE>

                                  eGLOBE, INC.
         NOTES TO PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET
                                   (UNAUDITED)


<TABLE>
      (2)Adjustments to cash:

<S>                                                                                              <C>
              Proceeds from exercise of warrants (See Note 5)                                         $   716,000
              Proceeds from common stock purchase (See Note 5)                                            250,000
              Proceeds from notes payable                                                               1,500,000
              Payment of for Swiftcall liabilities                                                     (1,100,000)
                                                                                                ------------------
                                                                                                      $ 1,366,000
                                                                                                ==================
</TABLE>



<TABLE>
<CAPTION>
      (3)Adjustments to debt:                                                                Notes payable/
                                                                                           current maturities
                                                                                           of long-term debt     Long-term debt, net
                                                                                           -----------------------------------------
<S>                                                                                             <C>              <C>
              Proceeds from notes payable under secured note agreement                             $        -       $ 1,500,000
              Prepayment of secured notes, with Series J Preferred Stock
                net of unamortized discount of $2,120,000 (See Note 5)                               (649,000)       (1,231,000)
                                                                                           -------------------------------------
                                                                                                   $ (649,000)      $   269,000
                                                                                           =====================================
</TABLE>



      (4) Adjustment to Redeemable Preferred Stock (See Note 5):

<TABLE>
<S>                                                                                                   <C>
              Exchange of Series G Redeemable Preferred Stock for Series
                        K Preferred Stock                                                                          $ (3,021,411)
                                                                                                              ==================
</TABLE>



<TABLE>
<CAPTION>
      (5)Other adjustments to Stockholders' Equity:                                            Additional        Accumulated
                                                                            Common Stock    Paid-in Capital        Deficit
                                                                           -----------------------------------------------------
<S>                                                                          <C>              <C>                     <C>
              Issuance of common stock under warrants agreements                   $ 1,000        $   715,000      $          -
              Issuance of common stock under purchase agreement                          -            250,000                 -
              Issuance of Series J Preferred Stock                                       -          4,000,000        (2,120,000)
              Issuance of Series K Preferred Stock (See Note 4)                          -          3,021,411                 -
                                                                           -----------------------------------------------------
                                                                                   $ 1,000        $ 7,986,411      $ (2,120,000)
                                                                           =====================================================
</TABLE>


                                      -10-


<PAGE>


                  (c)      Exhibits.

2.1           Exchange   Agreement  dated as of September 3, 1999 by and between
              eGlobe, Inc. and American United Global, Inc.
4.1           Certificate of Designations for 5% Series K Cumulative Convertible
              Preferred Stock
99.1          Letter from the  Nasdaq,  dated  August 20,  1999,  regarding  the
              Company's re-listing on Nasdaq National Market.
99.2          Press  Release,  dated August 20, 1999,  regarding  the  Company's
              re-listing on Nasdaq National Market.

                                      -11-

<PAGE>


                                    SIGNATURE

         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.



                                  eGLOBE, INC.


Date:  September 3, 1999                     By:   /s/ Graeme S.R. Brown
                                                  ------------------------------
                                                  Graeme S.R. Brown
                                                   Associate General Counsel and
                                                     Assistant Secretary

                                      -12-

<PAGE>


                                  EXHIBIT INDEX


Exhibit           Description
-------           -----------

2.1           Exchange  Agreement dated as of [September 2], 1999 by and between
              eGlobe, Inc. and American United Global, Inc.
4.1           Certificate of Designations for 5% Series K Cumulative Convertible
              Preferred Stock
99.1          Letter from the  Nasdaq,  dated  August 20,  1999,  regarding  the
              Company's re-listing on Nasdaq National Market.
99.2          Press  Release,  dated August 20, 1999,  regarding  the  Company's
              re-listing on Nasdaq National Market.



                                      -13-
[{"type": "8-K", "sequence": "1", "description": "FORM 8-K", "secsgml_size_bytes": 36483}]
{"company-data": {"conformed-name": "EGLOBE INC", "cik": "0000842807", "assigned-sic": "7389", "irs-number": "133486421", "state-of-incorporation": "DE", "fiscal-year-end": "0331"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-10210", "film-number": "99706495"}, "business-address": {"street1": "1250 24TH STREET NW", "street2": "SUITE 725", "city": "WASHINGTON", "state": "DC", "zip": "20037", "phone": "3036912115"}, "mail-address": {"street1": "1250 24TH STREET NW", "street2": "SUITE 725", "city": "WASHINGTON", "state": "DC", "zip": "20037"}, "former-company": {"former-conformed-name": "EXECUTIVE TELECARD LTD", "date-changed": "19920703"}}
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):      Commission File Number:
                  August 23, 1999                             1-10210

                                  eGLOBE, INC.
             (Exact name of registrant as specified in its charter)

       DELAWARE                                             13-3486421
       (State or other jurisdiction                        (IRS Employer
       of incorporation)                              Identification Number)

                        1250 24TH STREET, N.W., SUITE 725
                             WASHINGTON, D.C. 20037

               (Address of principal executive offices) (Zip Code)

               Registrant's telephone number,including area code:
                                 (202) 822-8981

          (Former name or former address, if changed since last report)

                           NOT APPLICABLE
eGLOBE, INC.

ITEM 5            OTHER EVENTS

GENERAL

                  eGlobe, Inc., (the "Company") took several significant actions
after August 17, 1999 in response to decisions by Nasdaq  regarding  the listing
of the Company's Common Stock on the Nasdaq National Market. The purpose of this
filing is to disclose in more detail the Nasdaq  decisions,  discuss the actions
taken   by  the   Company,   and  present   an  unaudited  pro  forma  condensed
consolidated  balance sheet as of July 31, 1999 that  reflects  those actions as
well as the  Company's  acquisition  in early  August of the  Network  Operating
Center and related switching and transmission facilities of Swiftcall USA, Inc.

LISTING ON THE NASDAQ NATIONAL MARKET

                  The Company was notified by a letter from Nasdaq at the end of
the  business  day on August 17, 1999 that  trading in the Common Stock would be
moved from the Nasdaq  National  Market to the OTC Bulletin  Board on Wednesday,
August 18,  1999.  The  Company  immediately  requested  reconsideration  of the
decision,  and the Common  Stock of the  Company  resumed  trading on the Nasdaq
National Market effective at the opening of trading on Monday,  August 23, 1999.
The Company's  continued listing on the Nasdaq National Market is subject to its
maintaining  compliance  with  certain  requirements  imposed by Nasdaq that are
related to the amount of "net  tangible  assets"  reported by the Company on its
balance sheet.

                  As a result of the  restructuring  of the  Company in 1998 and
the  initiation  of its growth  plan at the  beginning  of 1999,  the  Company's
compliance with the net tangible asset requirement of the Nasdaq National Market
continued  listing  criteria became an issue which needed to be resolved between
Nasdaq and the Company. Net tangible assets, as defined by Nasdaq, equals assets
minus  liabilities  and minus  goodwill.  Following  an inquiry by Nasdaq to the
Company,  written  submissions  by the  Company,  and a hearing  before a Nasdaq
listing  qualifications  panel, Nasdaq concluded in July and advised the Company
on August 10, 1999 that the Company had  presented a plan which would  enable it
to comply  with all  requirements  for  continued  listing on an ongoing  basis.
Accordingly,  Nasdaq  continued the listing of the  Company's  securities on the
Nasdaq National Market.

                  The  August  10   determination   required  that  the  Company
demonstrate that it was implementing the plan by (1) reporting,  on its 10-Q for
the  quarter  ended June 30,  1999,  a minimum of $9.9  million in net  tangible
assets,  and (2)  making  a  public  filing  with the SEC by  October  15,  1999
reporting $20.0 million in net tangible assets.

                  On August 16, 1999, the Company filed its quarterly  report on
Form 10-Q containing a June 30, 1999 unaudited  condensed  consolidated  balance
sheet  with pro forma  adjustments.  The Form  10-Q  reported  what the  Company
believed to be net  tangible  assets of $10.5  million.  However,  on August 17,
Nasdaq  informed  the  Company  that it failed to satisfy  the $9.9  million net
tangible asset

                                      -2-
requirement  set by the panel.  This decision  resulted from the treatment of $3
million of the Company's redeemable preferred stock by Nasdaq as a liability for
purposes of the  tangible net asset  calculation;  the Company  (reflecting  the
required  balance  sheet  treatment  pursuant  to  GAAP)  had not  treated  this
redeemable  preferred stock as a liability.  Such redeemable preferred stock was
reflected outside of Stockholders Equity as temporary equity.

                  In seeking  reconsideration  and in  discussions  with  Nasdaq
relative  to the  reconsideration,  the Company  recognized  the need to further
restructure its balance sheet, in response to the Nasdaq treatment of redeemable
stock. After  consultations with Nasdaq, it under took several actions which are
elaborated below and which resulted in a positive decision on Friday,  August 20
by Nasdaq to return the Company to its National Market Listing. In restoring the
Company  to its  listing,  Nasdaq  required  the  Company  to meet two  specific
requirements for continued  listing.  The Company must make a public filing with
the SEC by September 3, 1999 which includes a July 31, 1999 unaudited  condensed
consolidated  balance sheet evidencing a minimum of $9.9 million of net tangible
assets.  The  Company  must make a further  filing by  October  15,  1999  which
includes an August 31,  1999  unaudited  condensed  consolidated  balance  sheet
evidencing a minimum of $20.0 million of net tangible assets.

                  The  Nasdaq  August  20,  1999  letter is  attached  hereto as
Exhibit 99.1 and the press release issued by the Company  regarding the above on
August 20, 1999 is attached hereto as Exhibit 99.2.

                  The  Company  believes  that it has met the $9.9  million  net
tangible  asset  requirement.  The Company  believes that it will meet the $20.0
million net tangible asset requirement,  through a combination of financings and
acquisitions  in  which  it  plans  to  issue  equity  securities.  There  is no
assurance,  however,  that Nasdaq will not differ  with the  Company's  analysis
regarding the $9.9 million net tangible asset requirement, that the Company will
be able to satisfy the $20.0  million net tangible  asset  requirement,  or that
Nasdaq will not impose subsequent and different requirements.  If the Company is
unable to meet the requirements, the Common Stock likely would be transferred to
the Nasdaq SmallCap  Market or OTC Bulletin Board. If such an event occurs,  the
liquidity  of the Common  Stock  could be  impaired,  the Common  Stock could be
subject  to  price  fluctuations  upon  such  transfer  and  the  Company  could
experience  greater  difficulty in raising capital or making  acquisitions using
its equity securities.

                                      -3-
RECENT TRANSACTIONS

                  Acquisition of Network Operating Center. On August 9, 1999 the
Company  announced the acquisition of the Network  Operating  Center ("NOC") and
related  switching and transmission  facilities of Swiftcall USA, Inc.  Combined
with operating  facilities of the Network Services division of eGlobe in Reston,
Virginia, the NOC gives the Company a gateway for its growing Internet voice and
fax business,  as well as an enhanced  facility for  circuit-switched  telephone
services.  The  Company  acquired  the NOC for an  aggregate  purchase  price of
$3,430,000, consisting of (i)$3,290,000 due in two equal payments on December 3,
1999 and June 2,  2000  payable  in  shares  of  common  stock  and (ii)  direct
acquisition costs of approximately  $140,000.  The acquisition was accounted for
using the purchase method of accounting. The preliminary allocation reflects the
preliminary  estimates of the fair value of the assets  acquired and liabilities
assumed  based on  management's  review and  third-party  appraisals.  The final
purchase price allocation will be determined as additional  information  becomes
available. In August 1999, the Company borrowed the remaining $1.5 million under
its $20.0  million  secured  note  agreement  and used $1.1  million to prepay a
certain Swiftcall lease.

                           Issuance of  Preferred  Stock to Prepay $4 million of
$20 million note to EXTL Investors. On the basis of agreements reached on August
18,  1999,  the Company  will issue to EXTL  Investors  40 shares of 5% Series J
Cumulative  Convertible  Preferred  Stock (the "Series J Preferred  Stock"),  as
prepayment of $4 million of the  outstanding  $20 million secured note issued to
EXTL Investors.  The carrying value of the $4.0 million note, net of unamortized
discount of $2.1 million, was approximately $1.9 million. The excess of the fair
value of the  Series J  Preferred  over the  carrying  value of the note of $2.1
million will be recorded as a loss on debt extinguishment in September 1999. The
$4.0 million  prepayment was allocated to reflect a reduction of $649,000 in the
current portion of the note with the remainder to reduce long-term maturities.

                  Terms of Series  J Preferred Stock.

                           The  conversion  of the debt to  Series  J  Preferred
Stock  has  been  irrevocably  agreed.   Final  documentation  is  substantially
completed and is expected to be executed in the next several days.  The terms of
the Series J Preferred Stock as currently agreed are outlined below.

                           Voting Rights.  The holders of the Series J Preferred
Stock  do  not  have  voting  rights,  unless  otherwise  provided  by  Delaware
corporation law or unless dividends  payable on the Series J Preferred Stock are
in arrears for six quarters, at which time the Series J Preferred Stock would be
entitled  to vote as a separate  class to elect one  director  to the  Company's
Board of Directors at the next  stockholders'  meeting.  The affirmative vote of
66-2/3% of the  holders  of the Series J  Preferred  Stock is  required  for the
issuance of any class or series of stock of the Company  ranking senior to or on
a parity  with the  Series  J  Preferred  Stock as to  dividends  or  rights  on
liquidation, winding up and dissolution.

                           Liquidation  Rights.  The  holders  of the  Series  J
Preferred  Stock are entitled,  together  with any preferred  stock ranking on a
parity with the Series J Preferred  Stock, to a liquidation  preference over the
Common  Stock  and  any  junior  preferred  stock,  but  after  payment  of  all
preferential  amounts due holders of senior preferred  stock,  equal to $100,000
per share, plus any accrued and unpaid dividends.

                           Dividends.  The Series J Preferred  Stock  carries an
annual dividend of 5% which is payable  quarterly,  beginning December 31, 2000,
if declared by the Company's Board of Directors.  If the Board of Directors does
not declare dividends,  they accrue and remain payable. All dividends that would
accrue  through  December  31, 2000 on each share of Series J  Preferred  Stock,
whether or not then  accrued,  will be payable in full upon  conversion  of such
share of Series J Preferred  Stock.  No dividends may be granted on Common Stock
or any preferred  stock ranking junior to the Series J Preferred Stock until all
accrued but unpaid dividends on the Series J Preferred Stock are paid in full.

                                      -4-
Conversion.  The shares of Series J  Preferred  Stock
are convertible,  at the holder's option, into shares of the Common Stock at any
time at a conversion  price equal to the most recent  closing market price prior
to the date of  agreement.  The  shares  of  Series J  Preferred  Stock are also
convertible  into  Common  Stock at a lower  price upon a change of control  (as
defined)  if the  market  price of the  Common  Stock  on the  date  immediately
preceding the change of control is less than the conversion price. The shares of
Series J Preferred Stock will  automatically  be converted into shares of Common
Stock,  on the  earliest  to occur of (x) the  first  date as of which  the last
reported  sales price of the Common  Stock on Nasdaq is $5.00 or more for any 20
consecutive  trading days during any period in which Series J Preferred Stock is
outstanding,  (y) the date that 80% or more of the Series J Preferred  Stock the
Company have issued has been  converted  into Common  Stock,  or (z) the Company
completes a public  offering of equity  securities  at a price of at least $3.00
per share and with gross proceeds to the Corporation of at least $20 million.

                           The Certificate of Designations of Series J Preferred
Stock provides for  adjustments to the number of shares issuable upon conversion
in the event of certain  dividends and distributions to holders of Common Stock,
certain  reclassifications  of the Common Stock, stock splits,  combinations and
mergers and similar  transactions  and certain changes of control.  In addition,
the  Certificate of  Designations  of the Series J Preferred  Stock provides for
adjustment to the conversion  price if the Company sells stock for less than the
conversion price.

                           No  Redemption.  The shares of the Series J Preferred
Stock are not subject to optional or mandatory redemption.

                  Exchange  of New  Preferred  Stock  for  Series  G  Cumulative
Convertible  Redeemable  Preferred Stock. On the basis of agreements  reached on
August  19,  1999,  the  Company  issued 30  shares  of 5%  Series K  Cumulative
Convertible Preferred Stock (the "Series K Preferred Stock") in exchange for the
share of its Series G Cumulative  Convertible  Redeemable  Preferred  Stock (the
"Series G Redeemable")  held by American United Global,  Inc. Nasdaq  determined
that the Series G  Redeemable,  which was valued at  $3,006,411 on the Company's
June 30, 1999 unaudited condensed  consolidated balance sheet, should be treated
as a  liability  for the  tangible  net  asset  calculation  which  reduced  the
Company's net tangible asset calculation set forth in its quarterly report filed
on  August  16,  1999.   The  exchange  of  the  Series  G  Redeemable  for  the
nonredeemable  Series K Preferred  should permit the Series K Preferred Stock to
be classified  as equity rather than a liability on the Company's  July 31, 1999
unaudited condensed consolidated balance sheet.

                  Terms of Series K Preferred Stock

                            Voting Rights. The holders of the Series K Preferred
Stock  do  not  have  voting  rights,  unless  otherwise  provided  by  Delaware
corporation law or unless dividends  payable on the Series K Preferred Stock are
in arrears for six quarters, at which time the Series K Preferred Stock would be
entitled  to vote as a separate  class to elect one  director  to the  Company's
Board of Directors at the next  stockholders'  meeting.  The affirmative vote of
66-2/3% of the  holders  of the

                                      -5-
Series K Preferred  Stock is required for the issuance of any class or series of
stock  of the  Company  ranking  senior  to or on a  parity  with  the  Series K
Preferred  Stock as to  dividends  or  rights  on  liquidation,  winding  up and
dissolution.

                            Liquidation  Rights.  The  holders  of the  Series K
Preferred  Stock are entitled,  together  with any preferred  stock ranking on a
parity with the Series K Preferred  Stock, to a liquidation  preference over the
Common  Stock  and  any  junior  preferred  stock,  but  after  payment  of  all
preferential  amounts due holders of senior preferred  stock,  equal to $100,000
per share, plus any accrued and unpaid dividends.

                            Dividends.  The Series K Preferred  Stock  carries a
annual dividend of 5% which is payable  quarterly,  beginning December 31, 2000,
if declared by the Company's Board of Directors.  If the Board of Directors does
not declare dividends,  they accrue and remain payable. All dividends that would
accrue  through  December  31, 2000 on each share of Series K  Preferred  Stock,
whether or not then  accrued,  will be payable in full upon  conversion  of such
share of Series K Preferred  Stock.  No dividends may be granted on Common Stock
or any preferred  stock ranking junior to the Series K Preferred Stock until all
accrued but unpaid dividends on the Series K Preferred Stock are paid in full.

                            Conversion.  The shares of Series K Preferred  Stock
are convertible,  at the holder's option, into shares of the Common Stock at any
time at a conversion  price equal to the most recent  closing market price prior
to agreement.  The shares of Series K Preferred Stock are also  convertible into
Common  Stock at a lower  price upon a change of  control  (as  defined)  if the
market price of the Common Stock on the date immediately preceding the change of
control is less than the  conversion  price.  The  shares of Series K  Preferred
Stock will  automatically  be  converted  into  shares of Common  Stock,  on the
earliest  to occur of (x) the  first  date as of which the last  reported  sales
price of the  Common  Stock on  Nasdaq  is $5.00 or more for any 20  consecutive
trading days during any period in which Series K Preferred Stock is outstanding,
(y) the date that 80% or more of the Series K Preferred  Stock the Company  have
issued has been  converted  into Common  Stock,  or (z) the Company  completes a
public offering of equity  securities at a price of at least $3.00 per share and
with gross proceeds to the Corporation of at least $20 million.

                            The   Certificate  of   Designations   of  Series  K
Preferred  Stock provides for  adjustments to the number of shares issuable upon
conversion  in the event of certain  dividends and  distributions  to holders of
Common  Stock,  certain  reclassifications  of the Common  Stock,  stock splits,
combinations  and  mergers  and  similar  transactions  and  certain  changes of
control. In addition,  the Certificate of Designations of the Series K Preferred
Stock provides for adjustment to the conversion price if the Company sells stock
for less than the conversion price.

                            No Redemption.  The shares of the Series K Preferred
Stock are not subject to optional or mandatory redemption.

                  The Exchange  Agreement and  Certificate  of  Designations  of
Series K Preferred Stock are attached hereto as Exhibits 2.1 and 4.1.

                                      -6-
Exercise of Warrants. Pursuant to agreements reached on August
19, 1999,  holders of warrants  exercised  them and purchased  712,518 shares of
Common Stock for an aggregate purchase price of $716,254.

                  The effect of these  transactions  on the Company's  Unaudited
Condensed Consolidated balance sheet is an addition to stockholders' equity.

                  Sale of Restricted Stock.  Pursuant to agreement on August 25,
1999, a shareholder of the Company purchased 160,257 shares of restricted Common
Stock  for  an  aggregate  purchase  price  of  $250,000.  The  effect  of  this
transaction on the Company's unaudited condensed  consolidated  balance sheet is
an addition to equity.

                                      -7-
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET

                                  eGLOBE, INC.
            UNAUDITED PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET
                               AS OF JULY 31, 1999
eGLOBE
                                                          AS OF 7/31/99       ADJUSTMENTS                  PRO FORMA
     ----------------------------------------------------------------------------------------------------------------
ASSETS
     CURRENT
       Cash and cash equivalents                              $ 3,451,350      $ 1,366,000    (2)        $ 4,817,350

       Accounts receivable, net                                 8,598,206                -                 8,598,206
       Other current assets                                     1,540,956                -                 1,540,956
                                                              ===========      ===========               ===========

     TOTAL CURRENT ASSETS                                      13,590,512        1,366,000                14,956,512
                                                              ===========      ===========               ===========
     PROPERTY AND EQUIPMENT, NET                               12,381,115        4,937,000    (1)         17,318,115

     GOODWILL, NET                                             15,067,196                -                15,067,196

     OTHER INTANGIBLES, NET                                    12,488,113                -                12,488,113

     OTHER ASSETS                                               1,874,935         (140,000)   (1)          1,734,935
                                                              ===========      ===========               ===========

     TOTAL ASSETS                                            $ 55,401,871      $ 6,163,000              $ 61,564,871
                                                              ===========      ===========               ===========

     LIABILITIES, REDEEMABLE PREFERRED
       STOCK AND STOCKHOLDERS' EQUITY
     CURRENT LIABILITIES
        Accounts payable                                      $ 7,882,883        $ 407,000  (1)(2)       $ 8,289,883
        Accrued expenses                                        7,678,822                -                 7,678,822
        Notes payable principally related to acquisitions       1,125,000                -                 1,125,000
        Note payable and current maturities of long-term debt   6,205,198         (649,000)   (3)          5,556,198
        Other current liabilities                               2,784,099                -                 2,784,099
                                                              ===========      ===========               ===========
     TOTAL CURRENT LIAIBLITIES                                 25,676,002         (242,000)               25,434,002
                                                              ===========      ===========               ===========
     LONG-TERM DEBT, NET OF CURRENT  MATURITIES                 8,586,091          269,000    (3)          8,855,091
                                                              ===========      ===========               ===========

     TOTAL LIABILITIES                                         34,262,093           27,000                34,289,093
                                                              ===========      ===========               ===========
     REDEEMABLE PREFERRED STOCK                                 3,021,411       (3,021,411)   (4)                  -
                                                              ===========      ===========               ===========
     STOCKHOLDERS' EQUITY
        Preferred stock                                             1,913                -                     1,913
        Common stock                                               20,063            1,000    (5)             21,063
        Additional paid-in capital                             67,325,885        7,986,411  (4)(5)        75,312,296
        Stock to be issued                                        978,690        3,290,000    (1)          4,268,690
        Accumulated deficit                                   (50,397,079)      (2,120,000)   (5)        (52,517,079)
        Accumulated other comprehensive loss                      188,895                -                   188,895
                                                              ===========      ===========               ===========
     TOTAL STOCKHOLDERS' EQUITY                                18,118,367        9,157,411                27,275,778
                                                              ===========      ===========               ===========
     TOTAL LIABILITIES, REDEEMABLE PREFERRED
       STOCK AND STOCKHOLDERS' EQUITY                        $ 55,401,871      $ 6,163,000              $ 61,564,871
                                                              ===========      ===========               ===========
See notes to the pro forma condensed consolidated balance sheet

                                      -8-
eGLOBE, INC.
         NOTES TO PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET
                                   (UNAUDITED)

The transactions described in Item 5, "Other Transactions", are discussed below:

         (a)  In August 1999,  the Company  acquired  Swiftcall for an aggregate
              purchase price of $3,430,000,  consisting of (i) $3,290,000 due in
              two equal payments on December 3, 1999 and June 2, 2000 payable in
              shares  of  common  stock  and (ii)  direct  acquisition  costs of
              approximately  $140,000.  The  acquisition was accounted for using
              the purchase  method of  accounting.  The  preliminary  allocation
              reflects the preliminary estimates of the fair value of the assets
              acquired and liabilities  assumed based on management's review and
              third-party  appraisals.  The final purchase price allocation will
              be determined as additional information becomes available.

         (b)  In August 1999,  the Company  borrowed the remaining  $1.5 million
              under its  $20.0  million  secured  note  agreement  and used $1.1
              million to prepay a certain Swiftcall lease.

         (c)  Based on  an  agreement  signed  on September 2, 1999, the Company
              plans to issue 40 shares  of 5%  Series J  Cumulative  Convertible
              Preferred Stock ("Series J Preferred")  valued  at $4.0 million as
              prepayment  of $4.0  million  of  the  outstanding  $20.0  million
              secured note  agreement.  The  carrying  value of the $4.0 million
              note,   net  of   unamortized   discount   of  $2.1  million,   is
              approximately  $1.9 million.  The  excess of the fair value of the
              Series J Preferred  over  the  carrying  value of the note of $2.1
              million  will be  recorded  as  a loss on debt  extinguishment  in
              September  1999.  The $4.0  million  prepayment  was  allocated to
              reflect a  reduction  of  $649,000  in the current  portion of the
              note with the remainder to reduce long-term maturities.

         (d)  On September 3, 1999,  the Company issued 30 shares of 5% Series K
              Cumulative  Convertible  Preferred Stock ("Series K Preferred") in
              exchange  for  the  share  of  Series  G  Cumulative   Convertible
              Redeemable Preferred Stock ("Series G Preferred").

         (e)  On  August  25,  1999,  a  stockholder  of the  Company  purchased
              160,257   shares  of  restricted  common  stock  for an  aggregate
              purchase price of $250,000.

         (f)  In August 1999, the Company received proceeds of $716,000 from the
              exercise of warrants to acquire 712,518 shares of common stock.

The  following  pro forma  adjustments  to the  unaudited  pro  forma  condensed
consolidated balance sheet are as if the above transactions  occurred as of July
31, 1999:

      (1)To reflect the acquisition of Swiftcall. The components of the purchase
         price and its  preliminary  allocation  to the assets  and  liabilities
         acquired are as follows:
COMPONENTS OF PURCHASE PRICE:
                        Common stock to be issued                                                     $ 3,290,000
                        Direct acquisition costs                                                          140,000
                                                                                                ------------------
           TOTAL PURCHASE PRICE                                                                         3,430,000

              ALLOCATION OF PURCHASE PRICE:
                        Property and equipment                                                         (4,937,000)
                        Current liabilities                                                             1,507,000
                                                                                                ------------------
              TOTAL                                                                                   $         -
                                                                                                ==================
-9-
eGLOBE, INC.
         NOTES TO PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET
                                   (UNAUDITED)

      (2)Adjustments to cash:
Proceeds from exercise of warrants (See Note 5)                                         $   716,000
              Proceeds from common stock purchase (See Note 5)                                            250,000
              Proceeds from notes payable                                                               1,500,000
              Payment of for Swiftcall liabilities                                                     (1,100,000)
                                                                                                ------------------
                                                                                                      $ 1,366,000
                                                                                                ==================
(3)Adjustments to debt:                                                                Notes payable/
                                                                                           current maturities
                                                                                           of long-term debt     Long-term debt, net
                                                                                           -----------------------------------------
Proceeds from notes payable under secured note agreement                             $        -       $ 1,500,000
              Prepayment of secured notes, with Series J Preferred Stock
                net of unamortized discount of $2,120,000 (See Note 5)                               (649,000)       (1,231,000)
                                                                                           -------------------------------------
                                                                                                   $ (649,000)      $   269,000
                                                                                           =====================================
(4) Adjustment to Redeemable Preferred Stock (See Note 5):
Exchange of Series G Redeemable Preferred Stock for Series
                        K Preferred Stock                                                                          $ (3,021,411)
                                                                                                              ==================
(5)Other adjustments to Stockholders' Equity:                                            Additional        Accumulated
                                                                            Common Stock    Paid-in Capital        Deficit
                                                                           -----------------------------------------------------
Issuance of common stock under warrants agreements                   $ 1,000        $   715,000      $          -
              Issuance of common stock under purchase agreement                          -            250,000                 -
              Issuance of Series J Preferred Stock                                       -          4,000,000        (2,120,000)
              Issuance of Series K Preferred Stock (See Note 4)                          -          3,021,411                 -
                                                                           -----------------------------------------------------
                                                                                   $ 1,000        $ 7,986,411      $ (2,120,000)
                                                                           =====================================================
-10-
(c)      Exhibits.

2.1           Exchange   Agreement  dated as of September 3, 1999 by and between
              eGlobe, Inc. and American United Global, Inc.
4.1           Certificate of Designations for 5% Series K Cumulative Convertible
              Preferred Stock
99.1          Letter from the  Nasdaq,  dated  August 20,  1999,  regarding  the
              Company's re-listing on Nasdaq National Market.
99.2          Press  Release,  dated August 20, 1999,  regarding  the  Company's
              re-listing on Nasdaq National Market.

                                      -11-
SIGNATURE

         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.

                                  eGLOBE, INC.

Date:  September 3, 1999                     By:   /s/ Graeme S.R. Brown
                                                  ------------------------------
                                                  Graeme S.R. Brown
                                                   Associate General Counsel and
                                                     Assistant Secretary

                                      -12-
EXHIBIT INDEX

Exhibit           Description
-------           -----------

2.1           Exchange  Agreement dated as of [September 2], 1999 by and between
              eGlobe, Inc. and American United Global, Inc.
4.1           Certificate of Designations for 5% Series K Cumulative Convertible
              Preferred Stock
99.1          Letter from the  Nasdaq,  dated  August 20,  1999,  regarding  the
              Company's re-listing on Nasdaq National Market.
99.2          Press  Release,  dated August 20, 1999,  regarding  the  Company's
              re-listing on Nasdaq National Market.

                                      -13-