-----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, MTXMUUyXonVRgUTdD1EY+OBfdfayoZgEv/ql0nA9f9+JOCnD5XpmBOOJ0NrOYBGD FBgkwuFpzv4PBHXBlmdnew== 0001264878-06-000004.txt : 20060214 0001264878-06-000004.hdr.sgml : 20060214 20060214105246 ACCESSION NUMBER: 0001264878-06-000004 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060214 DATE AS OF CHANGE: 20060214 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MARCUS MICHAEL CENTRAL INDEX KEY: 0001264878 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: BUSINESS PHONE: 5123284932 MAIL ADDRESS: STREET 1: 1600 ROCKCLIFF RD STREET 2: C/O MARCUS & ASSOCIATES CITY: AUSTIN STATE: TX ZIP: 78746 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TOUCHSTONE RESOURCES USA, INC. CENTRAL INDEX KEY: 0001162721 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 330967974 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-79710 FILM NUMBER: 06608153 BUSINESS ADDRESS: STREET 1: 1600 SMITH STREET STREET 2: SUITE 5100 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: (713) 784-1113 MAIL ADDRESS: STREET 1: 1600 SMITH STREET STREET 2: SUITE 5100 CITY: HOUSTON STATE: TX ZIP: 77002 FORMER COMPANY: FORMER CONFORMED NAME: COFFEE EXCHANGE INC DATE OF NAME CHANGE: 20011127 SC 13D 1 touchstoneresusa13d060213.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (RULE 13D-101) Under the Securities Exchange Act of 1934 (Amendment No. 1) Touchstone Resources USA, Inc. (Name of Issuer) Common Stock, $.001 Par Value (Title of Class of Securities) 89154R 10 7 (CUSIP Number) Edward T Isleib, 1600 Rockcliff Road, Austin, TX 78746 (512)328-4932 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) 2/13/06 (Date of Event which Requires Filing of the Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of 240.13d-1(e), 240.13d-1(f) or 240.13d-1(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 240.13d-7 for other parties to whom copies are to be sent. * 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 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). CUSIP No. 89154R 10 7 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). Michael Marcus 2. Check the Appropriate Box if a Member of a Group (See Instructions) a. N/A b. 3. SEC Use Only 4. Source of Funds (See Instructions) PF 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) N/A ____________________ 6. Citizenship or Place of Organization U.S. Number of 7. Sole Voting Power 8,067,521 Shares Bene- ficially by 8. Shared Voting Power Owned by Each Reporting 9. Sole Dispositive Power 8,067,521 Person With 10. Shared Dispositive Power 11. Aggregate Amount Beneficially Owned by Each Reporting Person 8,067,521 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13. Percent of Class Represented by Amount in Row (11) 10.46% 14. Type of Reporting Person (See Instructions) IN Item 1. Security and Issuer This Schedule 13D relates to the Common Stock, par value $0.001 per share ("COMMON STOCK"), of Touchstone Resources USA, Inc., a Delaware corporation ("ISSUER"). The address of the principal executive office of the Issuer is 111 Presidential Blvd., Suite 165, Bala Cynwd, PA 19004 Item 2. Identity and Background The person filing this statement is Michael P. Marcus. Mr. Marcus is a U.S. citizen. The address of Mr. Marcus is 1600 Rockcliff Road, Austin, TX 78746. Mr. Marcus? principal occupation is as an Investor. During the last five years, Mr. Marcus has not been a party to a civil proceeding (excluding traffic violations or similar misdemeanors). During the past five years, Mr. Marcus has not been a party to a civil proceeding of a judicial or administrative body as a result of which a judgment, decree, or final order has been issued enjoining future violations of, or prohibiting or mandating activities subject to, United States federal or state securities laws or finding any violation with respect to such laws. (a) Item 3. Source and Amount of Funds or Other Consideration The source of all funds used for the purchase of the securities identified herein was personal funds. Item 4. Purpose of Transaction The securities identified herein have been purchased by Mr. Marcus solely for investment purposes. Item 5. Interest in Securities of the Issuer (i) Includes 6,337,979 shares of Common Stock and 1,729,542 Warrants Convertible into Common Stock. (ii) Mr. Marcus has the sole power to vote and dispose of the shares of common stock identified in paragraph (a) above. (iii) Changes in the percent of ownership of the common stock are due to the purchase of stock and the conversion of a convertible note by Mr. Marcus. No other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, shares owned by Mr. Marcus. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS, OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. None. ITEM 7. MATERIALS TO BE FILED AS EXHIBITS. None. 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: February 13, 2006 /S/ Michael P. Marcus _______________________ Michael P. 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