-----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, IK4fIxFUGe54YuVwTGfKMsRxGnXOk6FOKkIrS3SpGQ7A/r2q7rUSZcSwxGZjflsW SUfr6XNLhjb7ZevuqJi6uw== 0000950123-08-009125.txt : 20080808 0000950123-08-009125.hdr.sgml : 20080808 20080808102100 ACCESSION NUMBER: 0000950123-08-009125 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20080808 DATE AS OF CHANGE: 20080808 GROUP MEMBERS: GARY GELMAN SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN CLAIMS EVALUATION INC CENTRAL INDEX KEY: 0000774517 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-SOCIAL SERVICES [8300] IRS NUMBER: 112601199 STATE OF INCORPORATION: NY FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-38855 FILM NUMBER: 081000791 BUSINESS ADDRESS: STREET 1: 375 N BROADWAY STREET 2: ONE JERICHO PLAZA CITY: JERICHO STATE: NY ZIP: 11753 BUSINESS PHONE: 5169388000 MAIL ADDRESS: STREET 1: ONE JERICHO PLAZA CITY: JERICHO STATE: NY ZIP: 11753 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Gelman 2008 Trust The Edward & Michael CENTRAL INDEX KEY: 0001441717 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: BUSINESS PHONE: 516-938-8000 MAIL ADDRESS: STREET 1: C/O AMERICAN CLAIMS EVALUATION, INC. STREET 2: ONE JERICHO PLAZA CITY: JERICHO STATE: NY ZIP: 11753 SC 13D 1 y65175sc13d.htm SCHEDULE 13D SC 13D
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. __)*
American Claims Evaluation, Inc.
(Name of Issuer)
Common Stock, par value $.01 per share
(Title of Class of Securities)
025144 10 6
(CUSIP Number)
Mr. Gary Gelman
American Claims Evaluation, Inc.
One Jericho Plaza
Jericho, New York 11753
Telephone (516) 938-8000
(Name, Address and Telephone Number of Person Authorized to Received Notices
and Communications)
July 29, 2008
(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 o.
*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.
 
025144 10 6 
 

 

           
1   NAMES OF REPORTING PERSONS

The Edward & Michael Gelman 2008 Trust
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

  (a)   o 
  (b)   o 
     
3   SEC USE ONLY
   
   
     
4   SOURCE OF FUNDS (SEE INSTRUCTIONS)
   
  00
     
5   CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
   
  o
     
6   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  New York
       
  7   SOLE VOTING POWER
     
NUMBER OF   500,000
       
SHARES 8   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   0
       
EACH 9   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   500,000
       
WITH 10   SHARED DISPOSITIVE POWER
     
    0
     
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  500,000
     
12   CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
   
  o
     
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
   
  10.5%(1)
     
14   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  OO
(1) Based on 4,761,800 shares outstanding at June 24, 2008, as disclosed by the Issuer in its Form 10-KSB for the year ended March 31, 2008.

2


 

                     
CUSIP No.
 
025144 10 6 
 

 

           
1   NAMES OF REPORTING PERSONS

Gary Gelman
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

  (a)   o 
  (b)   o 
     
3   SEC USE ONLY
   
   
     
4   SOURCE OF FUNDS (SEE INSTRUCTIONS)
   
  00
     
5   CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
   
  o
     
6   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  United States
       
  7   SOLE VOTING POWER
     
NUMBER OF   500,000
       
SHARES 8   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   0
       
EACH 9   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   500,000
       
WITH 10   SHARED DISPOSITIVE POWER
     
    0
     
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  500,000
     
12   CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
   
  o
     
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
   
  10.5%(1)
     
14   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  IN
(1) Based on 4,761,800 shares outstanding at June 24, 2008, as disclosed by the Issuer in its Form 10-KSB for the year ended March 31, 2008.

3


 

Item 1. Security and Issuer.
     This Statement relates to the common stock, par value $.01 per share (the “Common Stock”), of American Claims Evaluation, Inc. (the “Company”). The Company’s principal executive offices are located at One Jericho Plaza, Jericho, New York 11753.
Item 2. Identity and Background.
(a)-(c) This Statement is filed by The Edward & Michael Gelman 2008 Trust, a trust established under the laws of the State of New York (the “Trust”) and Gary Gelman (“Gelman”) as investment trustee of the Trust (the “Investment Trustee”).
The principal business of the Trust is to hold certain property for the benefit of Edward and Michael Gelman. The Trust has a principal place of business and principal office at c/o American Claims Evaluation, Inc., One Jericho Plaza, Jericho, New York 11753.
Gelman is the Chairman of the Board, President and Chief Executive Officer of the Company. Gelman is a United States citizen and has a business address at c/o the Company. Gelman is the father of Edward and Michael Gelman.
(d)-(e) None of the Trust or the Investment Trustee has during the last five years (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) been a party to any civil proceeding or a judicial or administrative body of competent jurisdiction (except for matters that were dismissed without sanction or settlement) that resulted in a judgment, decree or final order enjoining him or it, as the case may be, from future violations of, or prohibiting activities subject to, federal or state securities laws or finding any violation of such laws.
Item 3. Source and Amount of Funds or Other Consideration.
On May 30, 2008 the Trust was formed and Gelman was named as the Investment Trustee thereof. Gelman gave 500,000 shares of the Common Stock to the Trust on July 29, 2008.
Item 4. Purpose of Transaction.
(a)-(j) The shares of Common Stock owned by the Trust are held for investment purposes.
Except as described in this Item 4, neither the Trust nor the Investment Trustee has any present plans or proposals that would relate to or result in (i) the acquisition by any person of additional securities of the Company or the disposition of securities of the Company; (ii) an extraordinary corporate transaction, such as a merger, reorganization or liquidation involving the Company or any of its subsidiaries; (iii) a sale or transfer of a material amount of assets of the Company or any of its subsidiaries; (iv) any change in the Board of Directors of the Company or management of the Company including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board; (v) any material change in the present capitalization or dividend policy of the Company; (vi) any other material change in the Company’s business or corporate structure; (vii) changes in the Company’s charter, bylaws or instruments corresponding thereto or

4


 

other actions that might impede the acquisition of control of the Company by any person; (viii) causing a class of securities of the Company 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; (ix) a class of equity securities of the Company becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934 (the “Act”) or (x) any action similar to any of those enumerated above.
Item 5. Interest in Securities of the Issuer.
(a) Each of the Trust and the Investment Trustee beneficially owns (as defined by Rule 13d-3 under the Act) 500,000 shares, or 10.5% of the shares, of Common Stock outstanding as of June 24, 2008.
(b) Each of the Trust and the Investment Trustee has sole power to vote or to direct the vote and sole power to dispose or to direct the disposition of 500,000 shares of Common Stock.
(c) Except for the gift of the 500,000 shares to the Trust on July 29, 2008, neither the Trust nor the Investment Trustee effected any transaction in the Common Stock during the past sixty days.
(d) The beneficiaries of the Trust are entitled to receive dividends or proceeds from the sale of shares of Common Stock by the Trust.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
Gelman formed the Trust and gave 500,000 shares of Common Stock of the Company thereto. Gelman was named as the Investment Trustee of the Trust and, as such, has sole voting power and investment power over said shares of Common Stock.
Item 7. Material To Be Filed As Exhibits.
            Exhibit 1   Joint Filing Agreement.

5


 

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.
August 8, 2008
         
  THE EDWARD & MICHAEL GELMAN 2008 TRUST
 
 
  By:   /s/ Gary Gelman    
    Gary Gelman   
    Investment Trustee   
 

 


 

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.
         
     
August 8, 2008     
     
  /s/ Gary Gelman    
  Gary Gelman   
     
 

 


 

EXHIBIT INDEX
     
Exhibit 1
  Joint Filing Agreement

8

EX-99.1 2 y65175exv99w1.htm EX-99.1: JOINT FILING AGREEMENT EX-99.1
Joint Filing Agreement
     In accordance with Rule 13d-1(f) under the Securities Exchange Act of 1934, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the Common Stock of American Claims Evaluation, Inc., and further agree that this Joint Filing Agreement be included as an exhibit to such joint filing. In evidence thereof, the undersigned, being duly authorized, hereby execute this Agreement this 8th day of August, 2008.
Date: August 8, 2008
         
  THE EDWARD & MICHAEL GELMAN 2008 TRUST
 
 
  By:   /s/ Gary Gelman    
    Gary Gelman   
    Investment Trustee   
 
         
     
  /s/ Gary Gelman    
  Gary Gelman   
     
 

9

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