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): March 31, 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.

             (1) Strategic Alliance.

              ePhone Telecom, Inc. (the "Company") made a public announcement on
April 5, 2000 of its strategic alliance with Comdial Corporation ("Comdial") and
Array  Telecom  Corporation  ("Array  Telecom"),  a wholly owned  subsidiary  of
Comdial.  The public announcement was made by means of a news release,  the text
of which is set forth in Exhibit 99.1 hereto.

             The terms of the  strategic  alliance  are  embodied in a strategic
alliance  agreement (the  "Agreement"),  set forth as Exhibit 10.1 hereto, and a
related licensing agreement (the "License"), set forth as Exhibit 10.2 hereto.

             In connection with the Agreement and the License,  the Company made
an  initial  payment to Comdial of $2.65  million. As part of the Agreement, the
Company received the fixed assets of Array Telecom and will assume the lease for
Array Telecom's Herndon, Virginia facilities.  The License grants the Company an
exclusive  license for all Voice over Internet  Protocol (VoIP)  technology that
has been developed by Array Telecom for a period of five years.

         (2) Special Warrants Offering.

         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  offering  has no  minimum
subscription.  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)  Units  equal to 8% of the  number of Units  sold  pursuant  to the  private
     placement offering; and

(b)  A 24 month  option to  purchase  up to a further  250,000  shares of common
     stock of the Company exercisable at a price of $0.60 per share.

         On March 31, 2000 the Company received  $8,636,363 from the sale of the
first tranche Special Warrants by Groome.

             (3)  Cautionary Factors.

          The attached press release contains  forward-looking  statements which
involve a number of risks and  uncertainties.  The Company cautions readers that
any  forward-looking  information is not a guarantee of future  performance  and
that  actual  results  could  differ  materially  from  those  contained  in the
forward-looking  information as a result of various factors  including,  but not
limited to, the following: the effect of changing economic conditions, trends in
the development of the Internet as a commercial  medium and carrier of telephony
traffic, market acceptance risks,  technological  development risks, seasonality
and other risk factors.

Item 7.  Financial Statements and Exhibits.

             The following exhibits are filed as a part of this report:

             Exhibit No.

             10.1  Strategic Alliance Agreement.  Filed herewith.
             10.2  License Agreement.  Filed herewith.
             99.1  News release.  Filed herewith.



<PAGE>


                                   SIGNATURES

             Pursuant to the  requirements  of the  Securities  Exchange  Act of
1934, the registrants  have duly caused this report to be signed on their behalf
by the undersigned hereunto duly authorized.

                                            ePHONE TELECOM, INC.

                                            By   /s/  Robert Clarke
                                                 ------------------------
                                                 Robert Clarke

                                            Date: April 17, 2000


<PAGE>


                                  EXHIBIT INDEX

Exhibit No.  Description

10.1       Strategic Alliance Agreement.  Filed herewith.
10.2       License Agreement.  Filed herewith.
99.1       News release.  Filed herewith.


<PAGE>
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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): March 31, 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.

             (1) Strategic Alliance.

              ePhone Telecom, Inc. (the "Company") made a public announcement on
April 5, 2000 of its strategic alliance with Comdial Corporation ("Comdial") and
Array  Telecom  Corporation  ("Array  Telecom"),  a wholly owned  subsidiary  of
Comdial.  The public announcement was made by means of a news release,  the text
of which is set forth in Exhibit 99.1 hereto.

             The terms of the  strategic  alliance  are  embodied in a strategic
alliance  agreement (the  "Agreement"),  set forth as Exhibit 10.1 hereto, and a
related licensing agreement (the "License"), set forth as Exhibit 10.2 hereto.

             In connection with the Agreement and the License,  the Company made
an  initial  payment to Comdial of $2.65  million. As part of the Agreement, the
Company received the fixed assets of Array Telecom and will assume the lease for
Array Telecom's Herndon, Virginia facilities.  The License grants the Company an
exclusive  license for all Voice over Internet  Protocol (VoIP)  technology that
has been developed by Array Telecom for a period of five years.

         (2) Special Warrants Offering.

         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  offering  has no  minimum
subscription.  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)  Units  equal to 8% of the  number of Units  sold  pursuant  to the  private
     placement offering; and

(b)  A 24 month  option to  purchase  up to a further  250,000  shares of common
     stock of the Company exercisable at a price of $0.60 per share.

         On March 31, 2000 the Company received  $8,636,363 from the sale of the
first tranche Special Warrants by Groome.

             (3)  Cautionary Factors.

          The attached press release contains  forward-looking  statements which
involve a number of risks and  uncertainties.  The Company cautions readers that
any  forward-looking  information is not a guarantee of future  performance  and
that  actual  results  could  differ  materially  from  those  contained  in the
forward-looking  information as a result of various factors  including,  but not
limited to, the following: the effect of changing economic conditions, trends in
the development of the Internet as a commercial  medium and carrier of telephony
traffic, market acceptance risks,  technological  development risks, seasonality
and other risk factors.

Item 7.  Financial Statements and Exhibits.

             The following exhibits are filed as a part of this report:

             Exhibit No.

             10.1  Strategic Alliance Agreement.  Filed herewith.
             10.2  License Agreement.  Filed herewith.
             99.1  News release.  Filed herewith.
SIGNATURES

             Pursuant to the  requirements  of the  Securities  Exchange  Act of
1934, the registrants  have duly caused this report to be signed on their behalf
by the undersigned hereunto duly authorized.

                                            ePHONE TELECOM, INC.

                                            By   /s/  Robert Clarke
                                                 ------------------------
                                                 Robert Clarke

                                            Date: April 17, 2000
EXHIBIT INDEX

Exhibit No.  Description

10.1       Strategic Alliance Agreement.  Filed herewith.
10.2       License Agreement.  Filed herewith.
99.1       News release.  Filed herewith.