-----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, NBD9dE3kd4IpJ1hadr3BbhMkL94zNhqzg61Hmz3hN6pid5/xXILdnnR952jfS4qH exgJwmj5jySHYNVE50k8wA== 0001140361-09-027545.txt : 20091125 0001140361-09-027545.hdr.sgml : 20091125 20091125134152 ACCESSION NUMBER: 0001140361-09-027545 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20091125 DATE AS OF CHANGE: 20091125 GROUP MEMBERS: E. WAYNE KINSEY, III SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: INTEGRATED ENVIRONMENTAL TECHNOLOGIES, LTD. CENTRAL INDEX KEY: 0001084031 STANDARD INDUSTRIAL CLASSIFICATION: MINING, QUARRYING OF NONMETALLIC MINERALS (NO FUELS) [1400] IRS NUMBER: 980200471 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-79233 FILM NUMBER: 091207669 BUSINESS ADDRESS: STREET 1: 4235 COMMERCE STREET CITY: LITTLE RIVER STATE: SC ZIP: 29566 BUSINESS PHONE: 843-390-2500 MAIL ADDRESS: STREET 1: 4235 COMMERCE STREET STREET 2: 4235 COMMERCE STREET CITY: LITTLE RIVER STATE: SC ZIP: 29566 FORMER COMPANY: FORMER CONFORMED NAME: NATUROL HOLDINGS LTD DATE OF NAME CHANGE: 20020823 FORMER COMPANY: FORMER CONFORMED NAME: CORONADO EXPLORATIONS LTD DATE OF NAME CHANGE: 19990528 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Benchmark Performance Group CENTRAL INDEX KEY: 0001433824 IRS NUMBER: 752140139 STATE OF INCORPORATION: TX FISCAL YEAR END: 0308 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 2801 POST OAK BLVD STREET 2: SUITE 400 CITY: HOUSTON STATE: TX ZIP: 77056 BUSINESS PHONE: 713-986-2500 MAIL ADDRESS: STREET 1: 2801 POST OAK BLVD STREET 2: SUITE 400 CITY: HOUSTON STATE: TX ZIP: 77056 SC 13D/A 1 formsc13da.htm BENCHMARK PERFORMANCE GROUP, INC SC 13D/A 11-16-2009 formsc13da.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 3*)


Integrated Environmental Technologies, Ltd.


(Name of Issuer)


Common Stock, par value $0.001 per share


(Title of Class of Securities)


639048 10 7


(CUSIP Number)


E. Wayne Kinsey, III
2801 Post Oak Blvd., Suite 400
Houston, Texas 77056
(713) 986-2500

with a copy to:

Barry Davis
Thompson & Knight LLP
333 Clay Street, Suite 3300
Houston, Texas 77002
(713) 654-8111



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


November 16, 2009


 (Date of Event which Requires Filing of this 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 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).
 


 
 

 
 
1
 
NAMES OF REPORTING PERSONS:
   
Benchmark Performance Group, Inc.
   
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):  75-2140139
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:
     
   
Texas
 
7
 
SOLE VOTING POWER:
       
NUMBER OF
   
None
SHARES
8
 
SHARED VOTING POWER:
BENEFICIALLY
     
OWNED BY
   
35,000,000
EACH
9
 
SOLE DISPOSITIVE POWER:
REPORTING
     
PERSON
   
None
WITH
10
 
SHARED DISPOSITIVE POWER:
       
     
35,000,000
11
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
     
   
35,000,000
12
 
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):
     
   
£
13
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
     
   
37.2%1
14
 
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
     
   
CO
 
___________________________ 
1 Based on 94,168,467 shares issued and outstanding.

 
 

 
 
1
 
NAMES OF REPORTING PERSONS:
   
E. Wayne Kinsey, III
   
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
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:
     
   
United States Citizen
 
7
 
SOLE VOTING POWER:
       
NUMBER OF
   
12,500
SHARES
8
 
SHARED VOTING POWER:
BENEFICIALLY
     
OWNED BY
   
35,000,000
EACH
9
 
SOLE DISPOSITIVE POWER:
REPORTING
     
PERSON
   
12,500
WITH
10
 
SHARED DISPOSITIVE POWER:
       
     
35,000,000
11
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
     
   
35,012,500
12
 
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):
     
   
£
13
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
     
   
37.2%2
14
 
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
     
   
IN

___________________________
2 Based on 94,168,467 shares issued and outstanding.

 
 

 

This Amendment No. 3 to Schedule 13D (this “Amendment”) amends the joint Schedule 13D filed on June 6, 2008 and amended by Amendment No. 1 to Schedule 13D filed on December 23, 2008 and Amendment No. 2 to Schedule 13D filed on May 1, 2009 by Benchmark Performance Group, Inc. (“Benchmark”) and E. Wayne Kinsey III (the “Original Schedule 13D”).

Except as provided herein, this Amendment does not modify any of the information previously reported in the Original Schedule 13D. Capitalized terms used herein but not defined have the meanings ascribed to them in the Original Schedule 13D.

Item 1.  Security and Issuer.

No modification is made to Item 1 of the Original Schedule 13D.

Item 2.  Identity and Background.

No modification is made to Item 2 of the Original Schedule 13D.

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

No modification is made to Item 3 of the Original Schedule 13D.

Item 4.  Purpose of Transaction.

The following is added to Item 4 of the Original Schedule 13D by adding the following at the end thereof:

Pursuant to the Acquisition Agreement, as previously reported, on October 31, 2009, Benchmark was to make its seventh and final installment of $1,000,000 to IET and in exchange for the final payment, Benchmark would receive 10,000,000 Shares of IET.  As reported in IET’s Form 10-Q filed with the Securities and Exchange Commission on November 16, 2009, Benchmark made the final payment of $1,000,000 to IET on November 16, 2009 and will receive in exchange for such payment 10,000,000 Shares.

Item 5. Interest in Securities of the Issuer:

The information in Item 5 of the Original Schedule 13D is hereby amended in its entirety to read as follows:

 
(a)
As of the filing date of this Amendment, as a result of the Acquisition Agreement, as amended, Benchmark may be deemed to have (i) beneficial ownership (within the meaning of Rule 13d-3 under the Exchange Act) and (ii) shared power to vote 35,000,000 shares of common stock, which represents approximately 37.2% of the shares of common stock deemed to be outstanding pursuant to Rule 13d-1(j).  This percentage of beneficial ownership was calculated by dividing the number of shares beneficially owned by Benchmark as of November 16, 2009 by 94,168,467 shares (the number of outstanding shares of Common Stock of IET as of November 13, 2009, based upon the Issuer’s Report on Form 10-Q filed with the Securities and Exchange Commission on November 16, 2009 plus the Shares issued to Benchmark).

Mr. Kinsey beneficially owns 81.4% of Benchmark.  Therefore, Mr. Kinsey may be deemed to have (i) beneficial ownership (within the meaning of Rule 13d-3 under the Exchange Act) and (ii) shared power to vote 35,000,000 shares of common stock.  Additionally, Mr. Kinsey beneficially owns 12,500 shares of common stock.  Therefore, Mr. Kinsey may be deemed to beneficially own 35,012,500 shares of common stock which represents approximately 37.2% of IET.

 
(b)
The Reporting Persons have shared power to vote and shared power to dispose of all of the shares beneficially owned by Benchmark.

Mr. Kinsey has sole power to vote and to dispose of the number of shares set forth on the cover page of this Amendment.

 
(c)
Except as set forth or incorporated herein, the Reporting Persons have not effected any transaction in the Common Stock during the past 60 days.
 
 
(d)
Not applicable.

 
 

 

 
(e)
Not applicable.


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

No modification is made to Item 6 of the Original Schedule 13D.

Item 7. Material to be filed as Exhibits.

Exhibit 1
Joint Filing Agreement (filed as Exhibit 1 to Amendment No. 1 to this Schedule 13D/A on December 23, 2008 ).

 
 

 

SIGNATURE

After reasonable inquiry and not to the best of the undersigned’s knowledge, the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated: November 25, 2009

 
Benchmark Performance Group, Inc.
 
       
 
By:
/s/ E. Wayne Kinsey, III
 
 
Name:
E. Wayne Kinsey, III
 
 
Title:
President and Chief Executive Officer
 


 
/s/ E. Wayne Kinsey, III
 
 
E. Wayne Kinsey, III
 

 

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