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):
                    September 19, 2000 (September 14, 2000)

                                  IEXALT, INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


          NEVADA                   00-09322                 75-1667097
 (STATE OF INCORPORATION)  (COMMISSION FILE NUMBER)       (IRS EMPLOYER
                                                        IDENTIFICATION NO.)

                                  4301 WINDFERN
                              HOUSTON, TEXAS 77041
    (ADDRESS OF REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES INCLUDING ZIP CODE)

                                 (281) 600-4000
              (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)

ITEM 5. OTHER MATTERS

      iExalt, Inc. ("iExalt") announced the resignations of Chairman and Chief
Executive Officer Jack I. Tompkins and board member Jim P. Wise, effective
September 13, 2000. Also, iExalt announced the resignation of Chief Operating
Officer Kirwin Drouet, effective September 13, 2000. Both the board of directors
and the resigning directors and officer stated that the resignations resulted
from philosophical management differences. Donald W. Sapaugh, who was the
President of iExalt, was elected as its Chairman and Chief Executive Officer.
iExalt previously disclosed these resignation in a press release issued to
BUSINESS WIRE on September 14, 2000.

      A copy of the press release issued by the Company relating to the
acquisition is attached as an exhibit to this Current Report on Form 8-K.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

      (c) EXHIBITS.

      The following exhibits are filed herewith:

    EXHIBIT NO.     DESCRIPTION
    -----------     -----------

       *99.1        Press Release dated September 14, 2000.



                                   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.

DATE: September 19, 2000.                   iExalt, Inc.


                                            By: /S/ JAMES W. CARROLL
                                                    James W. Carroll
                                                    VICE PRESIDENT AND
                                                    CHIEF ACCOUNTING OFFICER

                                INDEX TO EXHIBITS

      The following exhibits are filed herewith:

    EXHIBIT NO.     DESCRIPTION
    -----------     -----------
       *99.1        Press Release dated September 14, 2000.

EX-99.1

                                                                    EXHIBIT 99.1

[IEXALT INC. LOGO]

FOR IMMEDIATE RELEASE

    TOMPKINS RESIGNS AS CHAIRMAN AND CEO OF IEXALT INC.; SAPAUGH NAMED AS
                                   REPLACEMENT

HOUSTON (September 14, 2000) - iExalt, Inc. (OTC BB:IXLT) today announced the
resignation of Chairman and Chief Executive Officer Jack I. Tompkins. Both the
board of directors and Tompkins said the resignation resulted from philosophical
management differences. Donald W. Sapaugh, who was President of iExalt, was
elected as its Chairman and Chief Executive Officer.

Tompkins said, "My decision to resign was a result of some differences of
opinion on management-related issues. Although these were routine issues and had
nothing to do with operating performance or accounting principles, they were
important to me and to the board. Accordingly, I felt the best course of action
for all parties was for me to resign." Tompkins also said that he will assist in
achieving an orderly and effective management transition.

In addition, Chief Operating Officer Kirwin Drouet and board member Jim P. Wise
also submitted resignations, citing similar reasons.

"We're very grateful for Jack's achievements and leadership and for the
contributions of Kirwin and Jim as well," said Sapaugh. "As a founding
shareholder, Jack has been the prime mover in building the company to this
point.

"However, we have an experienced and deep management team that will ensure our
continued ability to compete in our markets," said Sapaugh. "We expect to
continue developing new products, grow our existing divisions and position
ourselves as an online community for Christians. Our primary goal is to continue
to improve our operating results and increase revenues as we increase our
penetration of the Christian products and services markets. The company has made
numerous acquisitions over past 12 months, so we have significant critical mass,
which continues to make us highly optimistic about the long-term future and
success of iExalt. My immediate task, however, is to see that our near-term
working capital needs are met, and then to arrange and conclude adequate,
permanent financing for the company."

Tompkins was part of the seven-member board and served as Chairman and Chief
Executive Officer since the inception of the company in 1999. Sapaugh is also a
founding shareholder and board member.

                                     (more)

TOMPKINS RESIGNS; SAPAUGH NAMED REPLACEMENT                               PAGE 2

Headquartered in Houston, iExalt, Inc. was formed to provide Christian products
and services that enrich both life and faith. iExalt's family of companies
includes filtered Internet access; Christian Happenings, a Christian events
magazine; www.ChristianSpeakers.com, the nation's leading Christian speakers
bureau; iExalt Electronic Publishing, a digital content library; Life
Perspectives, a nationally recognized daily radio program; iExaltFamily, a
Christian financial services organization; and PremierCare, healthcare
management services for senior adults. For more information about the company,
visit www.iExalt.com.

THE STATEMENTS CONTAINED IN THIS NEWS RELEASE THAT ARE NOT HISTORICAL FACT ARE
"FORWARD-LOOKING STATEMENTS" WHICH CAN BE IDENTIFIED BY THE USE OF
FORWARD-LOOKING TERMINOLOGY SUCH AS "BELIEVES," "EXPECTS," "MAY," "WILL,"
"SHOULD," OR "ANTICIPATES," OR BY DISCUSSIONS OF STRATEGY THAT INVOLVES RISK AND
UNCERTAINTY. MANAGEMENT CAUTIONS THE READER THAT THESE FORWARD-LOOKING
STATEMENTS, INCLUDING THE DISCUSSIONS OF THE COMPANY'S GROWTH, OPERATING
STRATEGIES AND EXPECTATIONS CONCERNING MARKET POSITION, FUTURE OPERATIONS,
MARGINS, REVENUE, PROFITABILITY, HISTORICAL FACTS, ARE ONLY PREDICTIONS. THERE
CAN BE NO ASSURANCE THAT ANY OF THESE EXPECTATIONS WILL BE REALIZED OR THAT ANY
OF THE FORWARD-LOOKING STATEMENTS CONTAINED HEREIN WILL PROVE TO BE ACCURATE.

INVESTOR CONTACT:             MEDIA CONTACT:
      SHARON KIMMEL                   DON KING
      IEXALT, INC.                    BATES CHURCHILL INVESTOR RELATIONS
      281-600-4000                    713-267-7280
      SKIMMEL@IEXALT.NET

                                     ###