SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
R.D. Tips, Inc.

(Last) (First) (Middle)
1700 S.E. MILITARY DRIVE

(Street)
SAN ANTONIO TX 78214

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
01/14/2010
3. Issuer Name and Ticker or Trading Symbol
International Consolidated Companies, Inc. [ INCC ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, no par value 2,185,128 I By North America Life Insurance Company(1)(2)(3)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
R.D. Tips, Inc.

(Last) (First) (Middle)
1700 S.E. MILITARY DRIVE

(Street)
SAN ANTONIO TX 78214

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Tips Robert D.

(Last) (First) (Middle)
1700 S.E. MILITARY DRIVE

(Street)
SAN ANTONIO TX 78214

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. These shares are owned by North America Life Insurance Company ("NALIC"). R.D. Tips, Inc. and North America Financial Holdings, Ltd. are the sole shareholders of NALIC. R.D. Tips, Inc. owns 55% of NALIC and North America Financial Holdings, Ltd. owns 45%, but all of NALIC's shares are held in a voting trust of which Clif Mitchell and Robert D. Tips are co-trustees, acting by unanimous consent. Robert D. Tips is the sole shareholder of R.D. Tips, Inc.
2. As of May 5, 2009, NALIC loaned $400,000.00 to Antonio F. Uccello III, as a result of which Mr. Uccello executed a promissory note for the benefit of NALIC (the "Note"). To secure the Note, Mr. Uccello entered into a pledge agreement (the "Pledge Agreement") with NALIC, pursuant to which he pledged 27,000,000 shares of common stock of the Issuer (the "Pledged Shares") as collateral security for the repayment of the Note. Pursuant to the terms of the Pledge Agreement, NALIC may take title to and vote the Pledged Shares upon an "Event of Default." An "Event of Default" occurred under the Note, and NALIC has elected to exercise its voting rights over the Pledged Shares, but has not yet foreclosed on the Pledged Shares. NALIC does not have a direct or indirect pecuniary interest in the Pledged Shares.
3. The reporting persons disclaim beneficial ownership of the securities owned directly by NALIC and except to the extent of their respective pecuniary interests and disclaim beneficial ownership of the Pledged Shares, and this report shall not be deemed an admission that any reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
/s/ Robert D. Tips, as president of R.D. Tips, Inc. 03/03/2010
/s/ Robert D. Tips 03/03/2010
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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