content: FORM 8 - K
  
  CURRENT REPORT
  
  FISCAL YEAR ENDING AUGUST 31, 1999
  
  
  MERIT DIVERSIFIED INTERNATIONAL, INC.
  (Exact name of Registrant as specified in its charter)
  
  
  Nevada				                     0-212423
  94 2906927
  (State of Incorporation)			 (Commission File Number)
  (U.S. Employer ID Number)
  
  
  	1801 Avenue of the Stars, Suite 635, Los Angeles, CA    90067
      (Address of principal executive offices)				        (Zip Code)
  
  Registrant's Telephone Number, including Area Code:    (310) 552-0870
  
  
  ITEM 1:	Changes in Control of  Registrant:
  
  N/A
  
  ITEM 2:	Acquisition or Disposition of Assets:
  
  The Company has acquired the following assets valued at $13,883,814:
  
  1.	The Company acquired 100% ownership of Allied Artists valued at
  historic cost of $2,000,000.  The Company issued 500,000 shares, paid
  $150,000 USD and issued a promise to pay an additional $350,000 for
  this business.  Over the years, Allied Artists has produced and
  distributed hundreds of films. Though it originally dealt with early
  talkies, soundtracks, and cartoons, the corporation is now involved in
  motion picture production and television for various studios, remaining
  active in musical and television productions, as well as music videos.
  The history of Allied Artists is long and varied. It became a household
  name during the dawn of motion pictures when Allied Artists Records
  was originally the soundtrack division of Allied Artists. Born shortly
  after the demise of silent pictures, Allied became one of the first
  companies in Hollywood to produce motion picture soundtracks for
  commercial release, releasing hundreds of soundtracks throughout the
  years, with numerous recording artists in worldwide-release. Allied
  Artists employees 325 individuals with distribution, administration and
  promotionals a dozen offices around the world.  Allied is scheduled to
  move from its main office in San Dimas, California into a 21,000 sq.ft.
  facility in August 2000 in order to consolidate its operations and
  integrate with Eye Candy Post into one location area.
  
  In 1981, Allied Artists Records became a wholly owned subsidiary of
  its parent company, and broadened its focus to include a variety of
  music productions. While branching out, a special emphasis was
  placed on new talent completely outside the realm of motion picture
  production.
  
  In its evolution, Allied Artists has always underscored the value, talent,
  and creativity of the individual performing artist and/or musical group.
  This year, the Board of Directors, guided by its Chairman, has vowed
  to move Allied Artists into the millennium by taking full advantage of
  technology and all its advances. In keeping with its tradition of
  conducting business from the perspective of the performing artist, the
  corporation's officers have vowed to expand its open door policy
  through technology.  Additional information about Allied Artists can
  be found at www.alliedartists.net
  
  In its 4th quarter, Allied Artists plans to operate mini cams for the
  Internet employing a 3 camera shoot live at what is to be called
  "AlliedArtist.net Night" utilizing 52k at half streams and full
  broadband in order to feature live on the Internet its artists.
  
  2.  In order to compliment the acquisition of Allied Artists, The Company
  acquired for 600,000 shares and $250,000 cash with commitment to build
  out a new production facility at the cost of $5,000,000.  Eye Candy Post is
  located in 5,000 square feet of post-production facilities with 10
  employees. Established in 1989 by Ogden Bass, Eye Candy Post has
  ridden the wave of technology that led to the purchase of the most state-of-
  the-art post-production tool, the Avid Symphony.
  
  Eye Candy Post is a film and television Post Production Facility in
  Universal City Plaza, California. It caters to on-line and off-line clients
  with D2, Digital Betacam, Betacam and 3/4" videotape.
  
  Eye Candy Post's new, centrally-located facility features four Avid off-line
  bays, a Softimage|DS bay plus three Avid on-line bays. The highly-
  creative environment with its colorful walls and leather sofas allows
  producers to collaborate in rooms with views and hot espresso at
  competitive rates.  Eye Candy Post maintains a web site at
  www.eyecandypost.com
  
  At its new Universal City Plaza location, Eye Candy Post will offer
  resolution-independent nonlinear finishing for stand definition, high
  definition, feature film and DV projects.  Eye Candy Post will also offer
  film transfer, audio editing, final sound mixing, theatrical screening and
  media preparation for uploading edited content to the Web.
  
  Using the Symphony, Eye Candy Post has finished all types of projects
  including:
  	Music Vidoes
  	Trailers
  	Promotional reels
  	Commercials
  	Animated programs
  	Live-action episodic television
  
  Eye Candy Post is taking a leadership position in Hollywood when it
  comes to the orientation of its clients to DV and Broadband content
  formatting. As a post production technology company, Eye Candy Post
  recognizes that interactive, web-based video will become an intrinsic part
  of its client's product mix.
  
  Because Eye Candy Post's clients are increasingly using the Internet to
  conduct business, they reach out to ECP and expect Eye Candy to provide
  them with a turnkey solution for the finishing and presenting of their
  projects in all media:
  
  	Television
  	Videotape
  	DVD
  	Internet
  
  Eye Candy Post is introducing its service called Streaming Dailies.  These
  services are designed to cut-down on the time spent receiving this type of
  material.
  
  The Internet has made drastic improvements to the point where accessing
  this type of media has become an enjoyable experience.
  
  Eye Candy Post clientele includes, A&E Network, ABC Home Video,
  City of Los Angeles, City of Pasadena, City of Long Beach, CNN,
  Columbia/Tri-Star, E! Entertainment Television, Eggers/Indigo Films, Fox
  Family Channel, The Film Syndicate, Great Western Bank, Malcom Leo
  Productions, MCA, NBC News, Scripps Howard Productions, Southern
  California Edison, Team-One Advertising, Witt-Thomas Productions,
  West Valley Studios, Xerox Corp., Yonex Corporation
  
  The entertainment industry is highly competitive and actual results may
  differ from those projected by the Company through its newly owned
  subsidiaries.
  
  3.  Master Tapes: Value of $1,203,814 appraised by George L. (Sonny)
  Carter, Tape Librarian, MCA Records, Inc.  This as a result of the prior
  commitment specified in the previous 8-K.
  
  4.	Films:  Two motion pictures ready for production; value of $880,000
  appraised by Dr. Philip Chamberlin of the Academy of Motion Picture
  Arts & Sciences. This as a result of the prior commitment specified in
  the previous 8-K.
  
  5.	300,000 Dino Babies animation cels valued at $3,000,000. Items 3,4
  and 5 were transferred into the Company as a result of the prior
  commitment specified in the previous 8-K for the then new controlling
  shareholders to transfer into the Company $5,000,000 in assets.
  
   ITEM 3:	Legal Proceedings  Bankruptcy or Receivership:
  
  		There are no legal, bankruptcy and/or receivership proceedings.
  
  ITEM 4:	Changes in Registrant's Certifying Accountant:
  
  		The accounting firm representing the Company shall continue to be:
  
  		Andrew M. Smith, CPA
  		3711 Long Beach Blvd., Suite 809
  		Long Beach, Ca., 90807
  
  ITEM 5:	Other Events:
  
  1.	The Company gained shareholders' approval to change the Company's
  name from "Merit Diversified International Inc" and may change its name
  to Allied Artists Entertainment and Technology, Inc.
  2.	The Company's shareholders elected Robert Rooks, Michael Knox, James
  M. Watkins, Lou Lesser, and  John Farquhar to serve on the board of
  directors.
  3.	Robert Rooks resigned as director and officer as of June 1, 2000
  
  ITEM 6:	Registrant's Directors:
  
  		Executive Officers of the Registrant:
  
  		The Executive Officers of the Company are listed below:
  
  	Curtis Shaw, President
   Cal Burton, Vice President
  	Kurtis Blow, Vice President
  	Fred Rector, Vice President
  	Hiroko Sagawa, Treasurer
   Georgetta Rainey, Secretary
  
  
  ITEM 7:	Financial Statements and Exhibits
  
  Pursuant to rule 3-05 (b) of Regulation S-X audited financial statements are to
  be furnished in accordance with rule 3-01 and 3-02 of Regulation S-X. The
  audit of the acquired companies are currently incomplete.  The audit is
  expected to be completed within 60 days of the filing of this form 8-K. Such
  financial statements will be submitted as an amendment to this form within
  the prescribed period.
  
  However, the following unaudited financial information is being provided
  with this filing:
  
  1)	Exhibit A: Unaudited  financial statements of Allied Artists as of
  December 31, 1999
  2)	Exhibit B: Unaudited financial statements of Eye Candy Post
  3)	Exhibit C: Pro forma financial statements of the combined company
  (consolidating Merit Diversified International, Allied Artists, and Eye
  Candy Post) as of May 31, 2000 (post acquisition).
  
  The quote below is from the OTC Bulletin Board.  These amounts represent
  an average.  The Company's stock was thinly traded in fiscal year ended.
  
  
          High    Low
  BID    $9.25   $.25
  ASK   $10.00  $1.00
  
  Note
  
  1)	As of August 31, 1999, the Company has approximately 1562 shareholders of
     record.
  
  2)	The Company has not declared any cash dividends on its common stock.
  
  Selected Financial
  Data:
  
  For Year
  Ended______
                        1999   1998   1997   1996   1995   1994
  
  Net Sales             $-0-   $-0-   $-0-   $-0-   $-0-   $-0-
  Net Income(Loss)       -0-    -0-    -0-    -0-    -0-    -0-
  Backlog(Loss) per
  Share                  -0-    -0-    -0-    -0-    -0-  (.02)
  Cash Dividends per
  Share                  -0-    -0-    -0-    -0-    -0-    -0-
  Total Assets           -0-    -0-    -0-    -0-    -0-    -0-
  Long-Term Notes
  Payable                -0-    -0-    -0-    -0-    -0-    -0-
  
  
  
  
  
  SIGNATURES:
  
  	Pursuant to the requirements of Section 13 or 15(d), 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.
  
  MERIT DIVERSIFIED INTERNATIONAL, INC.
  
  
  
  _____________________________________
               Georgetta Rainey, Secretary
  
  
  
  Exhibit A Unaudited Financial Statements of Allied Artists Entertainment Group,
  Inc.
  
  Allied Artists Entertainment Group, Inc.
  Balance Sheet (Unaudited)
  December 31, 1999
  
  Assets
  Current Assets                       $47,045
  Fixed Assets                          13,057
  Other Non-Current Assets           1,827,213
    Total Assets                    $1,887,315
  
  Liabilities and Equities
  Current Liabilities                  $37,047
  
  Shareholders Equity                1,790,269
    Total Liabilities and Equity    $1,887,315
  
  
  Allied Artists Entertainment Group, Inc.
  Income Statement (Unaudited)
  Year Ended December 31, 1999
  
  Revenues                            $48,286
  
  Operating Expenses                   40,448
  Net Income                          $ 7,838
  
  
  Exhibit B Unaudited Financial Statements of Eye Candy Post
  
  
  Eye Candy Post
  Balance Sheet (Unaudited)
  December 31, 1999
  
  Assets
  Current Assets                 $106,730
  
  Other Non-Current Assets         17,924
    Total Assets                 $124,654
  
  
  Liabilities and Equities
  Current Liabilities            $111,330
  
  Shareholders Equity              13,324
   Total Liabilities and Equity  $124,654
  
  
  
  Eye Candy Post
  Income Statement (Unaudited)
  Year Ended December 31, 1999
  
  Revenues                       $710,164
  Cost of Sales                   348,796
  Operating Expenses              367,317
    Net Income                     (5,949)
  
  
  
  
  
  1
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metadata_filer: {"company-data": {"conformed-name": "MERIT DIVERSIFIED INTERNATIONAL INC", "cik": "0000725752", "assigned-sic": "4953", "irs-number": "942906927", "state-of-incorporation": "NV", "fiscal-year-end": "0831"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-12423", "film-number": "686470"}, "business-address": {"street1": "1801 AVENUE OF THE STARS SUITE 635", "city": "LOS ANGELES", "state": "CA", "zip": "90067", "phone": "3105520870"}, "mail-address": {"street1": "1801 AVENUE OF THE STARS SUITE 635", "city": "LOS ANGELES", "state": "CA", "zip": "90067"}}
text: FORM 8 - K
  
  CURRENT REPORT
  
  FISCAL YEAR ENDING AUGUST 31, 1999
  
  MERIT DIVERSIFIED INTERNATIONAL, INC.
  (Exact name of Registrant as specified in its charter)
  
  Nevada				                     0-212423
  94 2906927
  (State of Incorporation)			 (Commission File Number)
  (U.S. Employer ID Number)
  
  	1801 Avenue of the Stars, Suite 635, Los Angeles, CA    90067
      (Address of principal executive offices)				        (Zip Code)
  
  Registrant's Telephone Number, including Area Code:    (310) 552-0870
  
  ITEM 1:	Changes in Control of  Registrant:
  
  N/A
  
  ITEM 2:	Acquisition or Disposition of Assets:
  
  The Company has acquired the following assets valued at $13,883,814:
  
  1.	The Company acquired 100% ownership of Allied Artists valued at
  historic cost of $2,000,000.  The Company issued 500,000 shares, paid
  $150,000 USD and issued a promise to pay an additional $350,000 for
  this business.  Over the years, Allied Artists has produced and
  distributed hundreds of films. Though it originally dealt with early
  talkies, soundtracks, and cartoons, the corporation is now involved in
  motion picture production and television for various studios, remaining
  active in musical and television productions, as well as music videos.
  The history of Allied Artists is long and varied. It became a household
  name during the dawn of motion pictures when Allied Artists Records
  was originally the soundtrack division of Allied Artists. Born shortly
  after the demise of silent pictures, Allied became one of the first
  companies in Hollywood to produce motion picture soundtracks for
  commercial release, releasing hundreds of soundtracks throughout the
  years, with numerous recording artists in worldwide-release. Allied
  Artists employees 325 individuals with distribution, administration and
  promotionals a dozen offices around the world.  Allied is scheduled to
  move from its main office in San Dimas, California into a 21,000 sq.ft.
  facility in August 2000 in order to consolidate its operations and
  integrate with Eye Candy Post into one location area.
  
  In 1981, Allied Artists Records became a wholly owned subsidiary of
  its parent company, and broadened its focus to include a variety of
  music productions. While branching out, a special emphasis was
  placed on new talent completely outside the realm of motion picture
  production.
  
  In its evolution, Allied Artists has always underscored the value, talent,
  and creativity of the individual performing artist and/or musical group.
  This year, the Board of Directors, guided by its Chairman, has vowed
  to move Allied Artists into the millennium by taking full advantage of
  technology and all its advances. In keeping with its tradition of
  conducting business from the perspective of the performing artist, the
  corporation's officers have vowed to expand its open door policy
  through technology.  Additional information about Allied Artists can
  be found at www.alliedartists.net
  
  In its 4th quarter, Allied Artists plans to operate mini cams for the
  Internet employing a 3 camera shoot live at what is to be called
  "AlliedArtist.net Night" utilizing 52k at half streams and full
  broadband in order to feature live on the Internet its artists.
  
  2.  In order to compliment the acquisition of Allied Artists, The Company
  acquired for 600,000 shares and $250,000 cash with commitment to build
  out a new production facility at the cost of $5,000,000.  Eye Candy Post is
  located in 5,000 square feet of post-production facilities with 10
  employees. Established in 1989 by Ogden Bass, Eye Candy Post has
  ridden the wave of technology that led to the purchase of the most state-of-
  the-art post-production tool, the Avid Symphony.
  
  Eye Candy Post is a film and television Post Production Facility in
  Universal City Plaza, California. It caters to on-line and off-line clients
  with D2, Digital Betacam, Betacam and 3/4" videotape.
  
  Eye Candy Post's new, centrally-located facility features four Avid off-line
  bays, a Softimage|DS bay plus three Avid on-line bays. The highly-
  creative environment with its colorful walls and leather sofas allows
  producers to collaborate in rooms with views and hot espresso at
  competitive rates.  Eye Candy Post maintains a web site at
  www.eyecandypost.com
  
  At its new Universal City Plaza location, Eye Candy Post will offer
  resolution-independent nonlinear finishing for stand definition, high
  definition, feature film and DV projects.  Eye Candy Post will also offer
  film transfer, audio editing, final sound mixing, theatrical screening and
  media preparation for uploading edited content to the Web.
  
  Using the Symphony, Eye Candy Post has finished all types of projects
  including:
  	Music Vidoes
  	Trailers
  	Promotional reels
  	Commercials
  	Animated programs
  	Live-action episodic television
  
  Eye Candy Post is taking a leadership position in Hollywood when it
  comes to the orientation of its clients to DV and Broadband content
  formatting. As a post production technology company, Eye Candy Post
  recognizes that interactive, web-based video will become an intrinsic part
  of its client's product mix.
  
  Because Eye Candy Post's clients are increasingly using the Internet to
  conduct business, they reach out to ECP and expect Eye Candy to provide
  them with a turnkey solution for the finishing and presenting of their
  projects in all media:
  
  	Television
  	Videotape
  	DVD
  	Internet
  
  Eye Candy Post is introducing its service called Streaming Dailies.  These
  services are designed to cut-down on the time spent receiving this type of
  material.
  
  The Internet has made drastic improvements to the point where accessing
  this type of media has become an enjoyable experience.
  
  Eye Candy Post clientele includes, A&E Network, ABC Home Video,
  City of Los Angeles, City of Pasadena, City of Long Beach, CNN,
  Columbia/Tri-Star, E! Entertainment Television, Eggers/Indigo Films, Fox
  Family Channel, The Film Syndicate, Great Western Bank, Malcom Leo
  Productions, MCA, NBC News, Scripps Howard Productions, Southern
  California Edison, Team-One Advertising, Witt-Thomas Productions,
  West Valley Studios, Xerox Corp., Yonex Corporation
  
  The entertainment industry is highly competitive and actual results may
  differ from those projected by the Company through its newly owned
  subsidiaries.
  
  3.  Master Tapes: Value of $1,203,814 appraised by George L. (Sonny)
  Carter, Tape Librarian, MCA Records, Inc.  This as a result of the prior
  commitment specified in the previous 8-K.
  
  4.	Films:  Two motion pictures ready for production; value of $880,000
  appraised by Dr. Philip Chamberlin of the Academy of Motion Picture
  Arts & Sciences. This as a result of the prior commitment specified in
  the previous 8-K.
  
  5.	300,000 Dino Babies animation cels valued at $3,000,000. Items 3,4
  and 5 were transferred into the Company as a result of the prior
  commitment specified in the previous 8-K for the then new controlling
  shareholders to transfer into the Company $5,000,000 in assets.
  
   ITEM 3:	Legal Proceedings  Bankruptcy or Receivership:
  
  		There are no legal, bankruptcy and/or receivership proceedings.
  
  ITEM 4:	Changes in Registrant's Certifying Accountant:
  
  		The accounting firm representing the Company shall continue to be:
  
  		Andrew M. Smith, CPA
  		3711 Long Beach Blvd., Suite 809
  		Long Beach, Ca., 90807
  
  ITEM 5:	Other Events:
  
  1.	The Company gained shareholders' approval to change the Company's
  name from "Merit Diversified International Inc" and may change its name
  to Allied Artists Entertainment and Technology, Inc.
  2.	The Company's shareholders elected Robert Rooks, Michael Knox, James
  M. Watkins, Lou Lesser, and  John Farquhar to serve on the board of
  directors.
  3.	Robert Rooks resigned as director and officer as of June 1, 2000
  
  ITEM 6:	Registrant's Directors:
  
  		Executive Officers of the Registrant:
  
  		The Executive Officers of the Company are listed below:
  
  	Curtis Shaw, President
   Cal Burton, Vice President
  	Kurtis Blow, Vice President
  	Fred Rector, Vice President
  	Hiroko Sagawa, Treasurer
   Georgetta Rainey, Secretary
  
  ITEM 7:	Financial Statements and Exhibits
  
  Pursuant to rule 3-05 (b) of Regulation S-X audited financial statements are to
  be furnished in accordance with rule 3-01 and 3-02 of Regulation S-X. The
  audit of the acquired companies are currently incomplete.  The audit is
  expected to be completed within 60 days of the filing of this form 8-K. Such
  financial statements will be submitted as an amendment to this form within
  the prescribed period.
  
  However, the following unaudited financial information is being provided
  with this filing:
  
  1)	Exhibit A: Unaudited  financial statements of Allied Artists as of
  December 31, 1999
  2)	Exhibit B: Unaudited financial statements of Eye Candy Post
  3)	Exhibit C: Pro forma financial statements of the combined company
  (consolidating Merit Diversified International, Allied Artists, and Eye
  Candy Post) as of May 31, 2000 (post acquisition).
  
  The quote below is from the OTC Bulletin Board.  These amounts represent
  an average.  The Company's stock was thinly traded in fiscal year ended.
  
          High    Low
  BID    $9.25   $.25
  ASK   $10.00  $1.00
  
  Note
  
  1)	As of August 31, 1999, the Company has approximately 1562 shareholders of
     record.
  
  2)	The Company has not declared any cash dividends on its common stock.
  
  Selected Financial
  Data:
  
  For Year
  Ended______
                        1999   1998   1997   1996   1995   1994
  
  Net Sales             $-0-   $-0-   $-0-   $-0-   $-0-   $-0-
  Net Income(Loss)       -0-    -0-    -0-    -0-    -0-    -0-
  Backlog(Loss) per
  Share                  -0-    -0-    -0-    -0-    -0-  (.02)
  Cash Dividends per
  Share                  -0-    -0-    -0-    -0-    -0-    -0-
  Total Assets           -0-    -0-    -0-    -0-    -0-    -0-
  Long-Term Notes
  Payable                -0-    -0-    -0-    -0-    -0-    -0-
  
  SIGNATURES:
  
  	Pursuant to the requirements of Section 13 or 15(d), 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.
  
  MERIT DIVERSIFIED INTERNATIONAL, INC.
  
  _____________________________________
               Georgetta Rainey, Secretary
  
  Exhibit A Unaudited Financial Statements of Allied Artists Entertainment Group,
  Inc.
  
  Allied Artists Entertainment Group, Inc.
  Balance Sheet (Unaudited)
  December 31, 1999
  
  Assets
  Current Assets                       $47,045
  Fixed Assets                          13,057
  Other Non-Current Assets           1,827,213
    Total Assets                    $1,887,315
  
  Liabilities and Equities
  Current Liabilities                  $37,047
  
  Shareholders Equity                1,790,269
    Total Liabilities and Equity    $1,887,315
  
  Allied Artists Entertainment Group, Inc.
  Income Statement (Unaudited)
  Year Ended December 31, 1999
  
  Revenues                            $48,286
  
  Operating Expenses                   40,448
  Net Income                          $ 7,838
  
  Exhibit B Unaudited Financial Statements of Eye Candy Post
  
  Eye Candy Post
  Balance Sheet (Unaudited)
  December 31, 1999
  
  Assets
  Current Assets                 $106,730
  
  Other Non-Current Assets         17,924
    Total Assets                 $124,654
  
  Liabilities and Equities
  Current Liabilities            $111,330
  
  Shareholders Equity              13,324
   Total Liabilities and Equity  $124,654
  
  Eye Candy Post
  Income Statement (Unaudited)
  Year Ended December 31, 1999
  
  Revenues                       $710,164
  Cost of Sales                   348,796
  Operating Expenses              367,317
    Net Income                     (5,949)
  
  1