December 12, 2000

TRI NATIONAL DEVELOPMENT CORP (TNAV.OB) form 8-K

ITEM 5. OTHER EVENTS

The Company has received an offer from a foreign company to buy a
controlling interest of 510f the Company's issued and outstanding common
stock.  Further, the Company has been given written notice that if a
friendly merger and/or buyout is not successful, this foreign entity will
take any and all actions necessary to consummate a merger and/or buyout,
including a hostile takeover.  Since the receipt of the initial offer in
October of 2000, the Company has been negotiating to keep this transaction
on a friendly basis.  However, there can be no assurances that the Company
will be successful in its efforts.

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