-----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, QASpCM/Jo+YhapnpeTbs36Qp32UK8aXhd3WWDvQNTJhu9XPxRHkm/YgT+trwH6Uj 0WoKwewJcH7NxQzUuLX/IA== 0001193125-06-258380.txt : 20061222 0001193125-06-258380.hdr.sgml : 20061222 20061221211614 ACCESSION NUMBER: 0001193125-06-258380 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20061222 DATE AS OF CHANGE: 20061221 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Whos Your Daddy Inc CENTRAL INDEX KEY: 0001164964 STANDARD INDUSTRIAL CLASSIFICATION: MEN'S & BOYS' FURNISHINGS, WORK CLOTHING, AND ALLIED GARMENTS [2320] IRS NUMBER: 980360989 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-82278 FILM NUMBER: 061294688 BUSINESS ADDRESS: STREET 1: 3131 CAMINO DEL RIO, N STREET 2: SUITE 1650 CITY: SAN DIEGO STATE: CA ZIP: 92108 BUSINESS PHONE: (619) 284-4807 MAIL ADDRESS: STREET 1: 3131 CAMINO DEL RIO, N STREET 2: SUITE 1650 CITY: SAN DIEGO STATE: CA ZIP: 92108 FORMER COMPANY: FORMER CONFORMED NAME: SNOCONE SYSTEMS INC DATE OF NAME CHANGE: 20020114 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: AROUND CLOCK PARTNERS LP CENTRAL INDEX KEY: 0001274986 IRS NUMBER: 522279173 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 721 FRIST AVENUE NORTH CITY: ST PETERSBURG STATE: FL ZIP: 33071 BUSINESS PHONE: 7278956446 SC 13D 1 dsc13d.htm SCHEDULE 13D Schedule 13D

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D

 

Under the Securities Exchange Act of 1934

 

 

Who’s Your Daddy,Inc

(Name of Issuer)

 

 

Common Stock, $0.01 par value per share

(Title of Class of Securities)

 

 

96684T 10 7

(CUSIP Number)

 

 

Mr. Wayne Anderson

Around the Clock Trading and Capital Management, LLC

33 6th Street South, Suite 204

St. Petersburg, FL 33701

(727) 895-6446

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

 

December 15, 2006

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule l3G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Sections 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 Section 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 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. 96684T 10 7

 

  1)  

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only):

 

Around the Clock Partners, LP

Tax ID # 52-2279173

    
  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):

 

OO

    
  5)  

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e):

 

Not Applicable

    
  6)  

Citizenship or Place of Organization:

 

United States

    

Number of  

Shares Beneficially  

Owned by  

Each Reporting  

Person With  

  

  7)    Sole Voting Power:

 

        1,323,689*

 

  8)    Shared Voting Power:

 

        0*

 

  9)    Sole Dispositive Power:

 

        1,323,689*

 

10)    Shared Dispositive Power:

 

        0*

11)  

Aggregate Amount Beneficially Owned by Each Reporting Person:

 

1,323,689*

    
12)  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):

 

Not Applicable

    
13)  

Percent of Class Represented by Amount in Row (11):

 

7.11%*

    
14)  

Type of Reporting Person (See Instructions):

 

PN

    

 

* Around the Clock Partners, LP, a Delaware limited partnership is the holder of 1,323,689 shares of the common stock, par value $0.01 per share (the “Shares”), of Who’s Your Daddy, Inc., a Nevada corporation (the “Company”). Wayne Anderson possesses sole power to vote and direct the disposition of all securities of the Company held by Around the Clock Partners, LP. Thus, as of December 21, 2006, for the purposes of Reg. Section 240.13d-3, Mr. Anderson is deemed to beneficially own 1,323,689 Shares, or 7.11% of the Shares deemed issued and outstanding as of that date.

Item 1. Security and Issuer.

The class of equity securities to which this Schedule 13D relates is the common stock, par value $0.01 per share (the “Shares”), of Who’s Your Daddy, Inc., a Nevada corporation (the “Company”). The principal executive offices of the Company are located at 3131 Camino del Rio North, Suite 1650, San Diego, CA 92108.

 

Item 2. Identity and Background.

The person filing this statement is Wayne Anderson, whose business address is 33 6th Street S, Suite 204, St.Petersburg, FL 33701. Mr. Anderson serves as the managing member of Around the Clock Trading and Capital Management, LLC, a Delaware limited liability company, which is the general partner of Around the Clock Partners, LP, a Delaware limited partnership. Around the Clock Partners, LP is engaged in the investment in personal property of all kinds, including but not limited to capital stock, depository receipts, investment companies, mutual funds, subscriptions, warrants, bonds, notes, debentures, options and other securities of whatever kind and nature.

Mr. Anderson has never been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors), nor has he been a party to any civil proceeding commenced before a judicial or administrative body of competent jurisdiction as a result of which he was or is now 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. Mr. Anderson is a citizen of the United States.

 

Item 3. Source and Amount of Funds or Other Consideration.

All of the funds used in making the purchases of the Shares described in Item 5 of this Schedule 13D came from the working capital of Around the Clock Partners, LP.

 

Item 4. Purpose of Transaction.

Around the Clock Partners, LP acquired and continues to hold the Shares reported in this Schedule 13D for investment purposes. Mr. Anderson intends to evaluate the performance of the Shares as an investment of Around the Clock Partners, LP in the ordinary course of business. Around the Clock Partners, LP pursues an investment objective that seeks capital appreciation. In pursuing this investment objective, Mr. Anderson analyzes the operations, capital structure and markets of companies in which Around the Clock Partners, LP invests, including the Company, on a continuous basis through analysis of documentation and discussions with knowledgeable industry and market observers and with representatives of such companies.

Item 5. Interest in Securities of the Issuer.

Based upon information set forth in the Company’s Quarterly Report on Form 10-QSB for the quarterly period ended September 30, 2006, there were 18,624,815 Shares issued and outstanding as of October 25, 2006. As of December 15, 2006, Around the Clock Partners, LP is the holder of 1,323,689 Shares. Wayne Anderson possesses sole power to vote and direct the disposition of all securities of the Company held by Around the Clock Partners, LP . Thus, as of December 15, 2006, for the purposes of Reg. Section 240.13d-3, Mr. Anderson is deemed to beneficially own 1,323,689 Shares, or 7.11% of the Shares deemed issued and outstanding as of that date.

 

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

None.

 

Item 7. Material to be Filed as Exhibits.

None.

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: December 21, 2006

AROUND THE CLOCK PARTNERS, LP
By:  

Around the Clock Trading and

Capital Management, LLC, General

Partner

By:   /s/ Wayne Anderson
 

Wayne Anderson

Managing Member

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