8-K

                                  UNITED STATES
                       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): October 10, 2001



                        Telecommunication Products, Inc.
             (Exact name of Registrant as specified in its charter)


Colorado                              0-11882                    84-0916299
(State or other              (Commission File Number)         (I.R.S. Employer
jurisdiction of                                              Identification No.)
incorporation)


P.O. Box 17013, Golden, Colorado                                     80402
(Address of principal executive offices)                        (Zip Code)



Registrant's telephone number, including area code:         (303) 278-2725

                        Exhibit Index appears on page 2.


Item 5.  Other Events.

         On October 10, 2001, the shareholders of Telecommunication Products,
Inc., a Colorado corporation ("Telpro"), approved a plan of merger whereby
Telpro would be merged into a newly formed Colorado corporation (the "New
Telpro") to resolve an issue relating to Telpro's corporate status. Following
the approval by shareholders, the merger (the "Merger") became effective on
October 10, 2001 at 2:34 p.m. Mountain Daylight Savings Time (the "Effective
Time").

         For purposes of this Registration Statement, the "Corporation" shall
mean the surviving company pursuant to the Merger of Telpro with and into the
New Telpro, whereby the New Telpro became the surviving company pursuant to the
Merger with the name "Telecommunication Products, Inc."




         As of the Effective Time, the Corporation's articles of incorporation
and bylaws are substantially identical to Telpro's articles of incorporation and
bylaws. The Corporation had the same directors as Telpro at the time of the
Merger, as well as the same officers as Telpro had prior to the Merger. As a
result of the Merger, the surviving Colorado corporation assumed the
Telecommunication Products, Inc. name, succeeded to and assumed all rights and
obligations of Telpro, and has the same assets and liabilities Telpro
immediately prior to the Merger.

         Pursuant to the Merger, Telpro's shareholders automatically received
one share of the Corporation's common stock (the "Common Stock") for each 20
shares of Telpro common stock pursuant to a reverse stock split. There was no
need to exchange share certificates because the conversion was automatic. The
Corporation's Common Stock and associated rights have the same rights and
privileges as the Telpro common stock.

         The Common Stock and associated rights of the Corporation are deemed to
be registered under Section 12(b) of the Exchange Act by operation of Rule
12g-3(a).

Item 7.  Financial Statements and Exhibits

              (c) Articles of Merger dated October 10, 2001

                  Restated Articles of Incorporation dated May 15, 2001


                                  EXHIBIT INDEX




EXHIBIT
  NO.            DESCRIPTION
-------          -----------
              
 2.1             Articles of Merger dated October 10, 2001.

 3.3             Restated Articles of Incorporation dated May 15, 2001




                                   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.

                                  TELECOMMUNICATION PRODUCTS, INC.



Date:  October 17, 2001             /s/ Donald E. Ranniger
                                  ---------------------------------------
                                  Name:  Donald E. Ranniger
                                  Title: President and Treasurer




                                  EXHIBIT INDEX




EXHIBIT
  NO.            DESCRIPTION
-------          -----------
              
 2.1             Articles of Merger dated October 10, 2001.

 3.3             Restated Articles of Incorporation dated May 15, 2001

EX-2.1

                                                                     EXHIBIT 2.1

                               ARTICLES OF MERGER

         The undersigned corporations pursuant to C.R.S. Section 7-111-105,
hereby execute the following articles of merger:

                                   ARTICLE ONE

         The names of the corporations proposing to merge are Telecommunication
Products, Inc., a dissolved corporation (1989) that was organized under the laws
of the State of Colorado and was administratively dissolved on January 1, 1989
("1989 Telpro"), and Telecommunication Products, Inc., which was organized under
the laws of the State of Colorado on April 21, 1999 ("Telecommunication
Products, Inc.").

                                   ARTICLE TWO

         The surviving corporation shall be Telecommunication Products, Inc.
organized on April 21, 1999. The name of the surviving corporation shall be
Telecommunication Products, Inc. and it shall be governed by the laws of the
State of Colorado. The address of the principal office of Telecommunication
Products, Inc. is 795 McIntyre Street, Golden, Colorado 80401.

                                  ARTICLE THREE

         The terms and conditions of the merger are set forth in the Plan of
Merger attached hereto and incorporated herein by reference.

                                  ARTICLE FOUR

         As to each corporation, the shareholders of which were required to vote
for approval, the number of shares voted for the plan was sufficient for
approval.

                                  ARTICLE FIVE

         The adoption of the Plan of Merger and the performance of the terms
thereof have been duly approved by the Boards of Directors of 1989 Telpro and
Telecommunication Products, Inc., Inc., and all provisions of the law of the
State of Colorado have been complied with.


                                   ARTICLE SIX

         Pursuant to Section 7-111-105(2), the merger is to be effective on
October 10, 2001.




         IN WITNESS WHEREOF, each of the undersigned corporations has caused
these articles of merger to be executed in its name by an officer as of the 10th
day of October, 2001.

                                   TELECOMMUNICATION PRODUCTS, INC.,
                                   a dissolved Colorado corporation 1989



                                   By:
                                      -----------------------------------
                                      Donald E. Ranniger, President


                                   TELECOMMUNICATION PRODUCTS, INC.,
                                   a Colorado corporation



                                   By:
                                      -----------------------------------
                                      Donald E. Ranniger, President



                                 PLAN OF MERGER

         This Plan of Merger is made effective the 10th day of October, 2001,
between Telecommunication Products, Inc., a dissolved Colorado corporation 1989
("1989 Telpro"), the merging corporation, Telecommunication Products, Inc., a
Colorado corporation organized on April 21, 1999 ("Telecommunication Products"),
the surviving corporation. As of the date the Articles of Merger are filed with
the Colorado Secretary of State, 1989 Telpro shall be merged into
Telecommunication Products under the laws of the State of Colorado.

         1. Recitals. Common stock is the only class of outstanding stock of the
1989 Telpro. 1989 Telpro was administratively dissolved in 1989 and as a
completion of the winding up of its affairs desires to be merged into
Telecommunication Products (the "Merger"). The corporations desire to adopt this
Plan of Merger under which 1989 Telpro will be merged into Telecommunication
Products. The Boards of Directors of the corporations deem it advisable and in
the best interests of the corporations and shareholders of the corporations that
1989 Telpro merge and combine with Telecommunication Products as set forth in
this Plan of Merger.

         2. Terms and Conditions. The terms and conditions of the Merger are set
forth herein.

         3. Conversion of Securities. The Merger shall provide for the following
issuance and exchange of securities:

              (a) The authorized shares of Telecommunication Products shall
remain unchanged as a result of the Merger. Each issued and outstanding twenty
shares of Telpro 1989 shall be converted into one fully paid and nonassessable
share of Telecommunication Products.




Any fractional interest in the resulting Telecommunication Products common stock
that would otherwise result from the foregoing exchange ratio shall be rounded
up to the next higher whole share.

              (b) From and after the effective date of the Merger, certificates
representing shares of 1989 Telpro and shares representing issued and
outstanding stock of Telecommunication Products as of the effective date of the
Merger (collectively, "Old Shares") shall be deemed to represent only the right
to shares of the new stock in Telecommunications Products to which the
shareholder would be entitled ("New Shares").

              (c) After the Effective Date of the Merger, the holder of the Old
Shares may, upon surrender of certificates evidencing their Old Shares, for
cancellation to American Securities Transfer and Trust, P. O. Box 1596, Denver,
Colorado 80201 (the "Transfer Agent"). The Transfer Agent shall issue new stock
certificates evidencing ownership of the New Shares on the basis set forth
above.

         4. Corporate Existence. Telecommunication Products shall continue in
existence unchanged at the time of Merger. The separate existence of 1989 Telpro
shall thereupon cease and 1989 Telpro and Telecommunication Products shall
become a single corporation in accordance with this Plan of Merger.

         5. No Amendments to Articles of Incorporation. The Articles of
Incorporation of Telecommunication Products shall not be amended as a result of
the Merger.

         6. Miscellaneous.

              a. This Plan of Merger and all questions arising hereunder shall
be governed by the laws of the State of Colorado.

              b. This Plan of Merger shall be interpreted in such a manner as to
render it enforceable to the maximum degree possible. In the event that any
clause of this Plan of Merger is found to be illegal or unenforceable, such
clause shall be severed or modified to the extent necessary to make the
remainder of this Plan of Merger enforceable, and as so severed or modified,
this Plan of Merger shall remain in full force and effect.

         Dated the day and year first set forth above.

                                     TELECOMMUNICATION PRODUCTS, INC.,
                                     a dissolved Colorado corporation 1989



                                     By:
                                        ------------------------------------
                                            Donald E. Ranniger, President





                                     TELECOMMUNICATION PRODUCTS, INC.,
                                     a Colorado corporation



                                     By:
                                        -------------------------------
                                           Donald E. Ranniger, President

EX-3.3

                                                                     EXHIBIT 3.3

               RESTATED ARTICLES OF INCORPORATION WITH AMENDMENTS

                                       OF

                        TELECOMMUNICATION PRODUCTS, INC.


         Pursuant to the provisions of the Colorado Business Corporation Act,
the undersigned corporation (the "corporation") adopts the following amended and
restated Articles of Incorporation. These articles correctly set forth the
provisions of the Articles of Incorporation, as amended and supersede all other
Articles of Incorporation and amendments thereto.

         FIRST: The name of the corporation is TELECOMMUNICATION PRODUCTS, INC.

         SECOND: The name of the corporation has not been changed.

         THIRD: The corporation shall have and may exercise all of the rights,
powers and privileges now or hereafter conferred upon corporations organized
under the laws of Colorado. In addition, the corporation may do everything
necessary, suitable or proper for the accomplishment of any of its corporate
purposes. The corporation may conduct part or all of its business in any part of
Colorado, the United States or the world and may hold, purchase, mortgage, lease
and convey real and personal property in any of such places.

         FOURTH: The total number of shares of all classes which the board of
directors shall have authority to issue is 150,000,000, of which 50,000,000
shares shall be shares of preferred stock, par value $1.00 per share ("Preferred
Stock"), and 100,000,000 shares shall be shares of common stock, no par value
per share ("Common Stock"), and the designations, preferences, limitations and
relative rights of the shares of each class are as follows:

         I.       PREFERRED STOCK.

         The board of directors may divide and issue the class of Preferred
Stock in series. Preferred Stock of each series when issued shall be designated
to distinguish it from the shares of all other series. The board of directors is
hereby expressly vested with authority to divide the class of Preferred Stock
into series and to fix and determine the relative rights and preferences of the
shares of any such series so established to the full extent permitted by the
Articles of Incorporation and the laws of the State of Colorado in respect of
the following:




                  (a) The number of shares to constitute such series, and the
                           distinctive designations thereof;

                  (b) The rate and preference of dividends, if any, the time of
                           payment of dividends, whether dividends are
                           cumulative and the date from which any dividend shall
                           accrue;

                  (c) Whether shares may be redeemed and, if so, the redemption
                           price and the terms and conditions of redemption;

                  (d) The amount payable upon shares in event of involuntary
                           liquidation;

                  (e) The amount payable upon shares in event of voluntary
                           liquidation;

                  (f) Sinking fund or other provision, if any, for the
                           redemption or purchase of shares;

                  (g) The terms and conditions on which shares may be converted,
                           if the shares of any series are issued with the
                           privilege of conversion;

                  (h) Voting powers, if any; and

                  (i) Any other relative rights and preferences of shares of
                           such series, including, without limitation, any
                           restriction on an increase in the number of shares of
                           any series theretofore authorized and any limitation
                           or restriction of rights or powers to which shares of
                           any future series shall be subject.

         II.      COMMON STOCK.

                  A. The shares of this class of common stock shall have
unlimited voting rights and shall constitute the sole voting group of the
corporation, except to the extent any additional voting group or groups may
hereafter be established in accordance with the Colorado Business Corporation
Act and these Articles of Incorporation. The rights of holders of shares of
Common Stock to receive dividends or share in the distribution of assets in the
event of liquidation dissolution or winding up of the affairs of the board of
directors, either voluntary or involuntary, shall be subject to the preferences,
limitations and relative rights of the Preferred Stock set forth in Section I
above and as may be fixed from time to time by the board of directors of the
board of directors providing for the issuance of additional series of Preferred
Stock.

                  B. Each holder of record of Common Stock shall have one vote
for each share of Common Stock standing in his name on the books of the
corporation and entitled to vote, except that in the election of directors each
shareholder shall have as many votes for each share held by him as there are
directors to be elected and for whose election the shareholder has a right to
vote. Cumulative voting shall not be permitted in the election of directors or
otherwise.




                  C. Unless otherwise ordered by a court of competent
jurisdiction, at all meetings of shareholders one third of the shares of a
voting group entitled to vote at such meeting, represented in person or by
proxy, shall constitute a quorum of that voting group.

         FIFTH: The board of directors shall manage the business and affairs of
the board of directors. The number of Directors constituting the board of
directors shall be fixed in the manner provided in the bylaws of the board of
directors, or if the bylaws fail to fix such number, then by resolution adopted
from time to time by the board of directors. Each person shall serve as a
director of the board of directors until the first annual meeting of
shareholders or until his successor shall have been elected and qualified. In
the event, in accordance with the bylaws or resolution adopted by the board of
directors, the board of directors shall consist of six or more members, the
directors may thereupon be divided into three classes, each class to be as
nearly equal in number as possible, the term of office of directors of the first
class to expire at the first annual meeting of shareholders after their
election, that of the second class to expire at the second annual meeting after
their election, and that of the third class to expire at the third annual
meeting after their election. At each annual meeting following such
classification and division of the members of the board of directors, a number
of directors equal to the number of directorships in the class whose term
expires at the time of such meeting shall be elected to hold office until the
third succeeding annual meeting of shareholders of the board of directors. No
classification of directors shall be effective prior to the first annual meeting
of shareholders or at any time when the board of directors consists of less than
six members. Notwithstanding the foregoing, and except as otherwise required by
law, whenever the holders of any one or more series of Preferred Stock shall
have the right, voting separately as a class or series, to elect one or more
directors of the corporation, the terms of the director or directors elected by
such holders shall expire at the next succeeding annual meeting of shareholders.

         SIXTH: Shareholders shall not have a preemptive right to subscribe for,
purchase or acquire additional unissued or treasury shares of the corporation or
securities convertible into shares or carrying share purchase warrants or
privileges as the same may be issued from time to time by the corporation.

         SEVENTH: The address of the corporation's registered office is 795
McIntyre Street, Golden, Colorado 80401, and the name of the registered agent is
Don E. Ranniger.

         EIGHTH: The address of the initial principal office of the corporation
is 795 McIntyre Street, Golden, Colorado 80401.

         NINTH: The name and address of the Incorporator was:

                  Don E. Ranniger           869 Moss Street
                                            Golden, Colorado  80401

         TENTH: The board of directors shall have the power to enact, alter,
amend and repeal such bylaws not inconsistent with the laws of the State of
Colorado and these Articles of Incorporation, as it may deem best for the
management of the corporation.




         ELEVENTH: The following provisions are inserted for the management of
the business and for the conduct of the affairs of the corporation, and the same
are in furtherance of and not in limitation or exclusion of the powers conferred
by law.

                  (a) CONFLICTING INTEREST TRANSACTIONS. As used in this
paragraph, "conflicting interest transaction" means any of the following: (i) a
loan or other assistance by the corporation to a director of the corporation or
to an entity in which a director of the corporation is a director or officer or
has a financial interest; (ii) a guaranty by the corporation of an obligation of
a director of the corporation or of an obligation of an entity in which a
director of the corporation is a director, officer or has a financial interest;
or (iii) a contract or transaction between the corporation and a director of the
corporation or between the corporation and an entity in which a director of the
corporation is a director or officer or has a financial interest. No conflicting
interest transaction shall be void or voidable, be enjoined, be set aside, or
give rise to an award of damages or other sanctions in a proceeding by a
shareholder or by or in the right of the corporation, solely because the
conflicting interest transaction involves a director of the corporation or an
entity in which a director of the corporation is a director or officer or has a
financial interest, or solely because the director is present at or participates
in the meeting of the corporation's board of directors or of the committee of
the board of directors which authorizes, approves or ratifies a conflicting
interest transaction, or solely because the director's vote is counted for such
purpose if: (A) the material facts as to the director's relationship or interest
and as to the conflicting interest transaction are disclosed or are known to the
board of directors or the committee, and the board of directors or committee in
good faith authorizes, approves or ratifies the conflicting interest transaction
by the affirmative vote of a majority of the disinterested directors, even
though the disinterested directors are less than a quorum; or (B) the material
facts as to the director's relationship or interest and as to the conflicting
interest transaction are disclosed or are known to the shareholders entitled to
vote thereon, and the conflicting interest transaction is specifically
authorized, approved or ratified in good faith by a vote of the shareholders; or
(C) a conflicting interest transaction is fair as to the corporation as of the
time it is authorized, approved or ratified by the board of directors, a
committee thereof, or the shareholders. Common or interested directors may be
counted in determining the presence of a quorum at a meeting of the board of
directors or of a committee which authorizes, approves or ratifies the
conflicting interest transaction.

                  (b) LOANS AND GUARANTIES FOR THE BENEFIT OF DIRECTORS. Neither
the board of directors nor any committee thereof shall authorize a loan by the
corporation to a director of the corporation or to an entity in which a director
of the corporation is a director or officer or has a financial interest, or a
guaranty by the corporation of an obligation of a director of the corporation or
of an obligation of an entity in which a director of the corporation is a
director or officer or has a financial interest, until at least ten days after
written notice of the proposed authorization of the loan or guaranty has been
given to the shareholders who would be entitled to vote thereon if the issue of
the loan or guaranty were submitted to a vote of the shareholders. The
requirements of this paragraph (b) are in addition to, and not in substitution
for, the provisions of paragraph (a) of Article Eleventh.

                  (c) INDEMNIFICATION. The corporation shall indemnify, to the
maximum extent permitted by law, any person who is or was a director, officer,
agent, fiduciary or employee of the corporation against any claim, liability or
expense arising against or incurred by such person made party to a proceeding
because he is or was a director, officer, agent, fiduciary or employee of the
corporation or because he is or was serving another entity or employee benefit
plan as a director,




officer, partner, trustee, employee, fiduciary or agent at the corporation's
request. The corporation shall further have the authority to the maximum extent
permitted by law to purchase and maintain insurance providing such
indemnification.

                  (d) LIMITATION ON DIRECTOR'S LIABILITY. No director of this
corporation shall have any personal liability for monetary damages to the
corporation or its shareholders for breach of his fiduciary duty as a director,
except that this provision shall not eliminate or limit the personal liability
of a director to the corporation or its shareholders for monetary damages for:
(i) any breach of the director's duty of loyalty to the corporation or its
shareholders; (ii) acts or omissions not in good faith or which involve
intentional misconduct or a knowing violation of law; (iii) voting for or
assenting to a distribution in violation of Colorado Revised Statutes Section
7-106-401 or the articles of incorporation if it is established that the
director did not perform his duties in compliance with Colorado Revised Statutes
Section 7-108-401, provided that the personal liability of a director in this
circumstance shall be limited to the amount of the distribution which exceeds
what could have been distributed without violation of Colorado Revised Statutes
Section 7-106-401 or the articles of incorporation; or (iv) any transaction from
which the director directly or indirectly derives an improper personal benefit.
Nothing contained herein will be construed to deprive any director of his right
to all defenses ordinarily available to a director nor will anything herein be
construed to deprive any director of any right he may have for contribution from
any other director or other person.

                  (e) NEGATION OF EQUITABLE INTERESTS IN SHARES OR RIGHTS.
Unless a person is recognized as a shareholder through procedures established by
the corporation pursuant to Colorado Revised Statutes Section 7-107-204 or any
similar law, the corporation shall be entitled to treat the registered holder of
any shares of the corporation as the owner thereof for all purposes permitted by
the Colorado Business Corporation Act, including without limitation all rights
deriving from such shares, and the corporation shall not be bound to recognize
any equitable or other claim to, or interest in, such shares or rights deriving
from such shares on the part of any other person including without limitation, a
purchaser, assignee or transferee of such shares, unless and until such other
person becomes the registered holder of such shares or is recognized as such,
whether or not the corporation shall have either actual or constructive notice
of the claimed interest of such other person. By way of example and not of
limitation, until such other person has become the registered holder of such
shares or is recognized pursuant to Colorado Revised Statutes Section 7-107-204
or any similar applicable law, he shall not be entitled: (i) to receive notice
of the meetings of the shareholders; (ii) to vote at such meetings; (iii) to
examine a list of the shareholders; (iv) to be paid dividends or other
distributions payable to shareholders; or (v) to own, enjoy and exercise any
other rights deriving from such shares against the corporation. Nothing
contained herein will be construed to deprive any beneficial shareholder, as
defined in Colorado Revised Statutes Section 7-113-101(1), of any right he may
have pursuant to Article 113 of the Colorado Business Corporation Act or any
subsequent law.

         TWELFTH: The foregoing Restated Articles of Incorporation with
Amendments were adopted by the unanimous written consent of the board of
directors on May 14, 2001, pursuant to and in accordance with Sections
7-108-202, 7-110-107, and 7-110-103 of the Colorado Business Corporation Act. On
such date, the corporation had not yet issued shares. Accordingly, shareholder
action was not required pursuant to Section 7-110-105 of the Colorado Business
Corporation Act.




         THIRTEENTH: The manner, if not set forth in the foregoing Restated
Articles of Incorporation with Amendments, in which any exchange,
reclassification, or cancellation of issued shares provided for in the
amendments shall be effected is as follows: None.


                                TELECOMMUNICATION PRODUCTS, INC.



                                By:
                                   ------------------------------
                                   Don E. Ranniger, President


         Don E. Ranniger hereby consents to the appointment as the registered
agent for Telecommunication Products, Inc.



                                ----------------------------------
                                Registered Agent