content: 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)  January 9, 1997
  
  
                     CAMELOT CORPORATION
  (Exact Name of Registrant as Specified in its Charter)
                                  
                                  
                                  
                                  
          Colorado                 0-8299                84-0691531
  (State of                          (Commission    (IRS Employer
     Incorporation)             File Number)   Identification No.)
  
  
  
                           CAMELOT PLACE
            17770   Preston   Road,      Dallas,   Texas      75252
  (Address of Principal Executive Offices)
  
  
  
  Registrant's telephone number, including area code:(972) 733-3005
  <PAGE>
  
  
  
  Item 9. Sales of Equity Securities Pursuant to Regulation S.
  
  On   January   9,  1997,  Registrant  accepted  a  Regulation   S
  convertible preferred stock subscription for $500,000 from a non-
  affiliated overseas institutional investor.  The preferred shares
  are  convertible  into  common stock 45 days  from  the  original
  issuance.
  
  On  January  12,  1997, Registrant and a non-affiliated  overseas
  institutional  investor  concluded  the  conversion  of  $800,000
  convertible debentures from an offering pursuant to Regulation  D
  to  an  offering  pursuant to Regulation S.  The  Registrant  was
  unable to complete the required filing to register the underlying
  shares  pursuant  to  the  original subscription  agreements  and
  agreed with the investor to convert the original subscription  to
  a  Regulation  S exemption.  All requirements were satisfied  and
  the  investor has represented that from the date of the  original
  subscription, September 22, 1997 until today's date it  satisfied
  all  investor requirements for Regulation S.  The debentures  are
  convertible into common stock 90 days from the original issuance.
  
                             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.
  
  
                                CAMELOT CORPORATION
  
  
                                BY: /s/ Jeanette Fitzgerald
                                       Jeanette Fitzgerald
  Date: January 12, 1998                        Vice President
metadata_documents: [{"type": "8-K", "sequence": "1", "secsgml_size_bytes": 2570}]
metadata_filer: {"company-data": {"conformed-name": "CAMELOT CORP", "cik": "0000013033", "assigned-sic": "7372", "irs-number": "840691531", "state-of-incorporation": "CO", "fiscal-year-end": "0430"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-08299", "film-number": "98505343"}, "business-address": {"street1": "CAMELOT PLACE", "street2": "17770 PRESTON RD", "city": "DALLAS", "state": "TX", "zip": "75252", "phone": "2147333005"}, "mail-address": {"street1": "CAMELOT PLACE", "street2": "17770 PRESTON ROAD", "city": "DALLAS", "state": "TX", "zip": "75252"}, "former-company": {"former-conformed-name": "BOLYARD OIL & GAS LTD", "date-changed": "19890824"}}
text: 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)  January 9, 1997
  
                     CAMELOT CORPORATION
  (Exact Name of Registrant as Specified in its Charter)
                                  
                                  
                                  
                                  
          Colorado                 0-8299                84-0691531
  (State of                          (Commission    (IRS Employer
     Incorporation)             File Number)   Identification No.)
  
                           CAMELOT PLACE
            17770   Preston   Road,      Dallas,   Texas      75252
  (Address of Principal Executive Offices)
  
  Registrant's telephone number, including area code:(972) 733-3005
  Item 9. Sales of Equity Securities Pursuant to Regulation S.
  
  On   January   9,  1997,  Registrant  accepted  a  Regulation   S
  convertible preferred stock subscription for $500,000 from a non-
  affiliated overseas institutional investor.  The preferred shares
  are  convertible  into  common stock 45 days  from  the  original
  issuance.
  
  On  January  12,  1997, Registrant and a non-affiliated  overseas
  institutional  investor  concluded  the  conversion  of  $800,000
  convertible debentures from an offering pursuant to Regulation  D
  to  an  offering  pursuant to Regulation S.  The  Registrant  was
  unable to complete the required filing to register the underlying
  shares  pursuant  to  the  original subscription  agreements  and
  agreed with the investor to convert the original subscription  to
  a  Regulation  S exemption.  All requirements were satisfied  and
  the  investor has represented that from the date of the  original
  subscription, September 22, 1997 until today's date it  satisfied
  all  investor requirements for Regulation S.  The debentures  are
  convertible into common stock 90 days from the original issuance.
  
                             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.
  
                                CAMELOT CORPORATION
  
                                BY: /s/ Jeanette Fitzgerald
                                       Jeanette Fitzgerald
  Date: January 12, 1998                        Vice President