-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NCjy0sBe3TgaZrS7EMDp0dcFCwTBZpH5PhVQVLsYI9HdPmcBQ7uKenwH26cI94FP pOz25OxnItZi9E+P4o0HZg== 0001144204-04-007088.txt : 20040518 0001144204-04-007088.hdr.sgml : 20040518 20040518060911 ACCESSION NUMBER: 0001144204-04-007088 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20040518 GROUP MEMBERS: ERNEST A. BARTLETT FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FEQ INVESTMENTS INC CENTRAL INDEX KEY: 0001286380 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 2400 FOUNTAINVIEW CITY: HOUSTON STATE: TX ZIP: 77057 BUSINESS PHONE: 7139787991 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: COFFEE EXCHANGE INC CENTRAL INDEX KEY: 0001162721 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 330967974 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-79710 FILM NUMBER: 04814652 BUSINESS ADDRESS: STREET 1: 23 CORPORATE PLAZA STREET 2: SUITE 180 CITY: NEWPORT BEACH STATE: CA ZIP: 92663 BUSINESS PHONE: 9497207320 MAIL ADDRESS: STREET 1: 23 CORPORATE PLZ STREET 2: SUITE 180 CITY: NEWPORT BEACH STATE: CA ZIP: 92663 SC 13D/A 1 v03501_sc13da.txt OMBAPPROVAL -------------------------- UNITED STATES OMB Number: 3235-0145 SECURITIES AND EXCHANGE COMMISSION Expires: December 31, 2005 Washington, D.C. 20549 Estimated average burden HOURS PER RESPONSE. . .15 -------------------------- SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 1)1 Touchstone Resources USA, Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, $0.001 par value per share - -------------------------------------------------------------------------------- (Title of Class of Securities) 89154R 10 7 - -------------------------------------------------------------------------------- (CUSIP Number) FEQ Investments, Inc. 2400 Fountainview #202 Houston, Texas 77057 713-334-1675 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) May 4, 2004 - -------------------------------------------------------------------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13D to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of ss.ss.240.13d-l (e), 240.13d-l (f) or 240.13d-l(g), check the following box. [ ] NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See ss.240.13d- 7 for other parties to whom copies are to be sent. - ---------------- 1 The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). SEC 1746 PERSONS WHO RESPOND TO THE COLLECTION OF INFORMATION CONTAINED IN (11-03) THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS THE FORM DISPLAYS A CURRENTLY VALID OMB CONTROL NUMBER. CUSIP No. 89154R 10 7 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). FEQ INVESTMENTS, INC. 75-3041805 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) ....................................................................... (b) ....................................................................... 3. SEC Use Only .............................................................. 4. Source of Funds (See Instructions) WC 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) .............................................................. 6. Citizenship or Place of Organization USA Number of Shares 7. Sole Voting Power: Beneficially by Owned by Each 8. Shared Voting Power: 2,676,000 Reporting Person With 9. Sole Dispositive Power: 10. Shared Dispositive Power: 2,676,000 11. Aggregate Amount Beneficially Owned by Each Reporting Person 2,676,000 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) 13. Percent of Class Represented by Amount in Row (11) 5.35% 14. Type of Reporting Person (See Instructions) CO CUSIP No. 89154R 10 7 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). EARNEST A. BARTLETT 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) ....................................................................... (b) ....................................................................... 3. SEC Use Only .............................................................. 4. Source of Funds (See Instructions) AF 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) .............................................................. 6. Citizenship or Place of Organization: USA Number of Shares 7. Sole Voting Power: Beneficially by Owned by Each 8. Shared Voting Power: 2,676,000 Reporting Person With 9. Sole Dispositive Power: 10. Shared Dispositive Power: 2,676,000 11. Aggregate Amount Beneficially Owned by Each Reporting Person 2,676,000 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) 13. Percent of Class Represented by Amount in Row (11) 5.35% 14. Type of Reporting Person (See Instructions) IN ITEM 1. SECURITY AND ISSUER The class of equity security to which this statement relates is the common stock, $.001 par value per share ("Common Stock"), of Touchstone Resources USA, Inc., a Delaware corporation (the "Company"). The address of the principal executive offices of the issuer is 111 Presidential Boulevard, Suite 165, Bala Cynwyd, PA 19004. ITEM 2. IDENTITY AND BACKGROUND This statement is being jointly filed by each of the following persons pursuant to Rule 13d-1(k) promulgated by the Securities and Exchange Commission pursuant to Section 13 of the Securities Exchange Act of 1934, as amended. This statement is being filed by FEQ Investments, Inc., a Delaware corporation. Its principal business is that of an investor in various entities, and its principal office is located at 2400 Fountainview #202, Houston, Texas 77057. This statement is being filed by Ernest A. Bartlett, a US citizen, the sole officer and director of FEQ Investments, Inc. His principal occupation is that of a private investor and his business address is 2400 Fountainview #202, Houston, Texas 77057. Neither FEQ Investments, Inc. nor Mr. Bartlett have, during the past five years: (i) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction for which it or he was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws, or (ii) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION On March 16, 2004, FEQ Investments, Inc. acquired 180,000 shares of Common Stock for $12,000, representing 9% of the issued and outstanding shares of Common Stock. On March 19, 2004, the Company effected a 25-for-1 forward split of the issued and outstanding shares of Common Stock. As a result of the stock split, FEQ Investments, Inc. owned 4,500,000 shares of Common Stock, or 9% of the issued and outstanding shares of Common Stock. Between March 16, 2004 and April 29, 2004, FEQ Investments, Inc. sold 1,244,000 shares of Common Stock in several unrelated transactions. As a result of the sales, the number of shares of Common Stock owned by FEQ Investments, Inc. decreased to 3,276,000, representing 6.55% of the issued and outstanding shares of Common Stock. On May 4, 2004, FEQ Investments, Inc. sold 600,000 shares of Common Stock. As a result of the sale, the number of shares of Common Stock owned by FEQ Investments, Inc. decreased to 2,676,000, representing 5.35% of the issued and outstanding shares of Common Stock. As the sole officer and director of FEQ Investments, Inc. on each of the dates of the above transactions, Mr. Bartlett may be deemed the beneficial owner of the shares owned by FEQ Investments, Inc. on each such date. ITEM 4. PURPOSE OF TRANSACTION The shares were acquired for investment purposes. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (a) This filing relates to 2,676,000 shares of Common Stock representing 5.35% of the issued and outstanding shares of Common Stock on the date of the event requiring the filing of this statement. (b) Mr. Bartlett and FEQ Investments, Inc. have shared power to vote or direct the vote of and to dispose or direct the disposition of the 2,676,000 shares of Common Stock owned by FEQ Investments, Inc. (c) Other then the transactions described in Item 3, no other transactions in the Common Stock of the Company has been effected by FEQ Investments, Inc. or Mr. Bartlett during the 60 days preceding the date of the event that required the filing of this Statement. (d) No other persons have the right to receive or the power to direct the receipt of dividends from or the proceeds from the sale of the shares that are the subject of this filing. (e) Not applicable ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER There are no contracts, arrangements, understandings or other understandings between FEQ Investments, Inc. or Mr. Bartlett and any other person with respect to any securities of the Company. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS 99.1 Schedule 13D Joint Filing Agreement, dated April 29, 2004, by and between Ernest A. Bartlett and FEQ Investments, Inc. (incorporated by reference to Exhibit 99.1 to Ernest A. Bartlett's and FEQ Investments' Schedule 13D filed with the Securities and Exchange Commission on May 3, 2004). SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: May 11, 2004 FEQ Investments, Inc. By: /s/ ERNEST A. BARTLETT /s/ ERNEST A. BARTLETT ------------------------- ------------------------ Ernest A. Bartlett Ernest A. Bartlett President The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative (other than an executive officer or general partner of the filing person), evidence of the representative's authority to sign on behalf of such person shall be filed with the statement: provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature. ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001) -----END PRIVACY-ENHANCED MESSAGE-----