U.S. SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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: July 26, 1999




                                  NEWGOLD, INC.
                                  -------------



  Delaware                           0-20722                     16-1400479
- -------------                        -------                 -------------------
(State or Other               (Commission File No.)          (IRS Employer
Jurisdiction of                                              Identification No.)
Incorporation)

                               35265 Willow Avenue
                               Post Office Box 230
                          Clarksburg, California 95612
                     --------------------------------------
                    (Address of Principal Executive Offices)

                                 (916) 665-1840
                     --------------------------------------
                           (Issuer's Telephone Number)






                     --------------------------------------
                   (Former Name, if changed since Last Report)




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Item 1. Changes in Control of Registrant.

N/A

Item 2. Acquisition or Disposition of Assets.

N/A

Item 3. Bankruptcy or Receivership.

N/A

Item 4. Changes in Registrant's Certifying Accountants

N/A
Item 5. Other Events

         On July 26,  1999,  Registrant  announced  the signing of a  definitive
agreement  regarding a merger with  Comercis,  formerly  Business  Web, Inc. See
attached Press Release.


Item 6. Resignation of Registrant's Directors

N/A

Item 7.  Financial Statements. Pro Forma Financial Information and Exhibits.

N/A

Item 8.  Change in Fiscal Year

N/A


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FOR IMMEDIATE RELEASE


          Comercis and NewGold, Inc., Take Next Step in Merger Process

                   Companies Sign Definitive Merger Agreement

SOUTHLAKE,  Texas,  July 23, 1999 - Comercis,  formerly  Business Web, Inc., and
NewGold,  Inc., [NASDAQ OTC/BB:  NGLD],  today signed a definitive  agreement to
bring the companies' previously announced merger closer to completion.

The merger,  which is now pending  shareholder  and  regulatory  approval,  will
result in Comercis  being  merged into  NewGold,  and the company will then be a
true Internet  company with a new stock name and symbol to represent the change.
NewGold  shareholders will have their shares reverse split,  converting every 12
shares  of  NewGold  stock  into one  share of the new  company  stock.  Current
shareholders  of Comercis stock will then trade their shares for an equal number
of new company shares. Upon the effective merger date -- after the reverse split
and  exchange of shares --  approximately  20 million  shares of the new company
stock will be outstanding. Additionally, the company will be officially changing
its name to Comercis, and the stock will be trading under a new ticker symbol.

"Comercis is excited to move the merger to the next stage and one step closer to
completion," said Chris Meux, president and CEO for Comercis.  "We are confident
that current  shareholders in both companies will approve the merger and we look
forward to generating positive returns on their investments."

With  established  industry  partners  such as  Xoom,  BellSouth,  and  Netopia,
Comercis provides  shareholders with a strong,  growth oriented business,  ideal
for today's Internet and business economy, as well as rapid growth potential.


About Comercis

Comercis,  based near Dallas,  Texas,  was founded as Business Web, Inc. in 1997
with the  vision  of  becoming  the  world's  first  business-to-business  cyber
community management and development  company.  With  Cybermovers.net,  Comercis
provides businesses with  start-to-finish  knowledge and understanding of how to
design,  create,  host  and  develop  entire  Internet  communities.   Comercis'
Cybermovers  service is the preferred  move-in  service for  Netopia's  [NASDAQ:
NTPA]  Virtual  Office web site owners.  The service is available  where Virtual
Office  is  featured  on the  Netscape  [NYSE:  AOL]  Small  Business  Center at
www.nvo.com,  the Intuit  [NASDAQ:  INTU] Small  Business  Smart Buyers Guide at
www.home.mynvo.com, as well as www.cybermovers.net. Additionally, the company is
focusing its attention onto the business-to-business vertical trade communities.
Further information is available at www.comercis.com,  or toll free via phone at
(877) 424-9932.

THE PRIVATE  SECURITIES  LITIGATION  REFORM ACT OF 1995.  Some of the statements
contained in this release are  forward-looking  in nature. The accuracy of these
statements  cannot be  guaranteed  as they are subject to a variety of risks and
other related  factors  detailed in NewGold's  filings with the  Securities  and
Exchange Commission.

For More Information:

Jill Ballo
Imagio Public Relations
206-625-0252
jill@imagio.com

Judson Rogers
Comercis
817- 421-9770
jrogers@comercis.com




                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934 the
registrant has caused this report to be signed on its behalf by the  undersigned
hereunto duly authorized .

                                            NEWGOLD, INC.

Date:  July 27, 1999                        By:/s/Michael M. Kessler
                                               -----------------------
                                               Michael M. Kessler,
                                               Secretary, Corporate Counsel






























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