-----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, O5PyA5/CiP5QifbOrFT1rxlfukxZC+ZCZMhh2WC+6+fSgpQ7+JDxZiUwFjRXZQ+C LPq0N87YvqKe1yedsEj7jw== 0001116502-09-001619.txt : 20091027 0001116502-09-001619.hdr.sgml : 20091027 20091027172121 ACCESSION NUMBER: 0001116502-09-001619 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20091027 DATE AS OF CHANGE: 20091027 GROUP MEMBERS: JOHN C. PAULSEN SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ROTATE BLACK INC CENTRAL INDEX KEY: 0001020477 STANDARD INDUSTRIAL CLASSIFICATION: BEVERAGES [2080] IRS NUMBER: 841352529 STATE OF INCORPORATION: CO FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-78292 FILM NUMBER: 091139908 BUSINESS ADDRESS: STREET 1: 932 SPRING STREET STREET 2: SUITE 201 CITY: PETOSKEY STATE: MI ZIP: 49770 BUSINESS PHONE: 231 347-0777 MAIL ADDRESS: STREET 1: 932 SPRING STREET STREET 2: SUITE 201 CITY: PETOSKEY STATE: MI ZIP: 49770 FORMER COMPANY: FORMER CONFORMED NAME: BEVSYSTEMS INTERNATIONAL INC DATE OF NAME CHANGE: 20020416 FORMER COMPANY: FORMER CONFORMED NAME: AQUA CLARA BOTTLING & DISTRIBUTION INC DATE OF NAME CHANGE: 19971219 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Rotate Black, LLC CENTRAL INDEX KEY: 0001474836 IRS NUMBER: 201807330 STATE OF INCORPORATION: MI FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 628 HARBOR VIEW LN CITY: PETOSKEY STATE: MI ZIP: 49770 BUSINESS PHONE: 231-439-9991 MAIL ADDRESS: STREET 1: 628 HARBOR VIEW LN CITY: PETOSKEY STATE: MI ZIP: 49770 SC 13D 1 robk_sc13d.htm SCHEDULE 13D ROTATE BLACK, INC.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. )*


ROTATE BLACK, INC.

(Name of Issuer)


Common Stock, par value $0.01 per share

(Title of Class of Securities)


77866T 10 7

(CUSIP Number)


Kelly Ann Paulsen

628 Harbor View Lane

Petoskey, MI 49770

(231) 347-0777

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



(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).





CUSIP No. 77866T 10 7                                                  13D                                              Page 2 of 5 Pages




1

 

 

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)


Rotate Black, LLC  (I.R.S. ID 20-1807330)

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 

(a)

 

 

 

(b)

 

 

 

 

3

 

 

SEC USE ONLY


4

 

 

SOURCE OF FUNDS*


00 (Founders Shares)

5

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

 

 

 

 

 

 

6

 

 

CITIZENSHIP OR PLACE OF ORGANIZATION


Petoskey, Michigan

 

                               

NUMBER OF

7

SOLE VOTING POWER


15,621,360

SHARES

BENEFICIALLY

OWNED BY

8

SHARED VOTING POWER


0

EACH

REPORTING

PERSON

9

SOLE DISPOSITIVE POWER


15,621,360

WITH

 

 

10

SHARED DISPOSITIVE POWER


0

11

 

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON


15,621,360

12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*

 

 

 

 

 

 

13

 

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)


23.18%

14

 

 

TYPE OF REPORTING PERSON*


IN (Individual)







CUSIP No. 77866T 10 7                                                  13D                                              Page 3 of 5 Pages




Item 1.

Security and Issuer.

This statement relates to the Common Stock of Rotate Black, Inc., a Nevada corporation (the "Company"). The Company's principal executive offices are located at 932 Spring Street, Suite 201, Petoskey, MI 49770.

Item 2.

Identity and Background.


Name of Filing Person:


This statement is filed on behalf of Rotate Black, LLC, a Limited Liability Corporation.


The principal address of Rotate Black, LLC is 628 Harbor View Lane, Petoskey, Michigan, 49770. The principal business of Rotate Black, LLC is that of a holding company. This company is 100 percent owned and controlled by:


Kelly Ann Paulsen

Managing Member

Mrs. Paulsen is US citizen



Proceedings:


During the last five years, Kelly Ann Paulsen has not been (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), or (ii) party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which 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.


Item 3.

Source or Amount of Funds or Other Consideration.


Rotate Black, LLC is the beneficial owner, or may be deemed to be the beneficial owner, of (a) 15,621,360 shares of Common Stock of the Company. The shares were acquired through a merger between Rotate Black, Inc. and Bev Systems International, Inc.


Item 4.

Purpose of the Transaction.


The reporting person does not have any plans or proposals, which relate to or would result in:


An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the issuer or any of its subsidiaries;


A sale or transfer of a material amount of assets of the issuer or any of its subsidiaries;


Any change in the present board of directors or management of the issuer, including any plans or proposals to change the number of term of directors or to fill any existing vacancies on the board;


Any material change in the present capitalization or dividend policy of the issuer;


Any other material change in the issuer's business or corporate structure including but not limited to, if the issuer is a registered closed-end investment company, any plans or proposals to make any changes in its investments policy for which a vote is required by section 13 of the Investment Company Act of 1940;


Changes in the issuer's charter, bylaws or instruments corresponding thereto or other actions which may impede acquisition of control of the issuer by any person;


Causing a class of securities of the issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association;






CUSIP No. 77866T 10 7                                                  13D                                              Page 4 of 5 Pages



A class of equity securities of the issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or


Any action similar to any of those enumerated above.


The reporting person reserves the right to determine in the future to change the purpose or purposes described above.


Item 5.

Interest in Securities of the Issuer.


(a)

Aggregate Number and Percentage of Securities:


Rotate Black, LLC is the beneficial owner of 15,621,360 shares of Common Stock of the Company, representing approximately 23.18% of the class based upon the number reported as outstanding as of in the Form 10K of the Company filed October 9, 2009.


(b)

Power to Vote and Dispose:


Rotate Black, LLC has sole power to vote and dispose of the 15,621,360 shares of Common Stock described in (a) above.


(c)

Transactions Within the Past 60 Days:


NONE


(d)

Certain Rights of Other Persons:


Not applicable.


(e)

Date Ceased to be 5% Owner:


Not applicable.


Item 6.

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


The reporting does not have any contract, arrangement, understanding or relationship with respect to securities of the Company.  The reporting person has not pledged securities of the Company.


Item 7.

Material to be filed as Exhibits.


None







CUSIP No. 77866T 10 7                                                  13D                                              Page 5 of 5 Pages



SIGNATURE


After reasonable inquiry and to the best of the reporting person's knowledge and belief, the undersigned reporting person certifies that the information set forth in this statement is true, complete and correct.


Date:


 

 

 

 

 

 

 

 

 

 

 

 

 

By:

/s/ Kelly Ann Paulsen

 

 

 

Kelly Ann Paulsen








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