SC 13D 1 sch13djanteri-020906.htm SCHEDULE 13D 13D/A
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D
Under the Securities Exchange Act of 1934

ICY SPLASH FOOD & BEVERAGE, INC.
(Name of Issuer)

COMMON STOCK, $0.001 PAR VALUE
(Title of Class of Securities)

451048 102
(CUSIP Number)

Joseph Anteri
C/O Peter's Wholesale Meats
125-15 Liberty Avenue
Richmond Hill, New York 11419
(718) 659-6328
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)


Copy to:

Neil M. Kaufman, Esq.
Davidoff Malito & Hutcher LLP
200 Garden City Plaza
Garden City, New York 11530
(516) 248-6400
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)

September 6, 2002
(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 the disclosures provided in a prior cover page.

The information required in 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. 451048 102 13D Page 3 of 7 Pages

1. Name of Reporting Person
Joseph Anteri
I.R.S. Identification No. of Above Person (Entities Only).

                    

2. Check the Appropriate Box If a Member of Group (See Instructions) (a) [_]
(b) [_]

3. SEC Use Only

4. Source of Funds (See Instructions)
00
                   

5. Check Box If Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e)
[_]

6. Citizenship or Place of Organization
United States of America
                    



Number
of Shares
Beneficially
Owned By
Each
Reporting
Person With
  7. Sole Voting Power
2,001,000           

  8. Shared Voting Power
0           

  9. Sole Dispositive Power
2,001,000           

10. Shared Dispositive Power
0

11. Aggregate Amount Beneficially Owned by Each Reporting Person
2,001,000
                   

12. Check Box If the Aggregate Amount in Row (11) Excludes
Certain Shares (See Instructions)
|_|

13. Percent of Class Represented by Amount in Row (11)
10.06%
                   

14. Type of Reporting Person (See Instructions)
IN
                    




Item 1. Security and Issuer.

        The class of securities to which this statement relates is the common stock, $0.001 par value (the “Common Stock”), of Icy Splash Food & Beverage, Inc. (the “Company”). The Company is a New York corporation with principal executive offices at 535 Wortman Avenue, Brooklyn, New York 11208.

Item 2. Identity and Background.

    (a)        This statement is being filed by Joseph Anteri (the “Reporting Person”).

    (b)        The business address of the Reporting Person is, Peter’s Wholesale Meats, 125-15 Liberty Avenue, Richmond Hill, New York 11419.

    (c)        Joseph Anteri is, and has been, a Vice President of Peter’s Wholesale Meats, since 1993.

    (d)        The Reporting Person has not, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

    (e)        The Reporting Person has not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding 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.

    (f)        The Reporting Person is a United States citizen.

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

        In connection with the transaction described in Item 4 (the answer to which is incorporated herein by reference), the Reporting Person received the shares of Common Stock for $72,620.00 in consideration for exchange.

Item 4. Purpose of Transaction

        On September 6, 2002, Joseph Anteri received 2,000,000 Common Stock from “Aslanco” Inc., a corporation wholly owned by Joseph Aslan, the Company’s President and Chief Executive Officer, in exchange for the cancellation of a loan owed by “Aslanco”, Inc. to Joseph Anteri in the amount of $72,620.00.

        The Reporting Person, in his capacity as a holder of Shares of Common Stock, has no present plan or proposal that relates to or would result in (i) an extraordinary corporate transaction, such as a merger, reorganization, liquidation, or sale or transfer of a material amount of assets involving the Company or any of its subsidiaries, (ii) any change in the Company’s present Board of Directors or management, (iii) any material change in the Company’s present capitalization or dividend policy or any other material change in the Company’s business or corporate structure, (iv) any change in the Company’s charter or by-laws or other actions that may impede the acquisition of control of the Company by any person, (v) any change that would result in the Company’s Common Stock becoming eligible for termination of its registration pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934, as amended, or (vi) any similar action. Based upon a review of various factors deemed relevant, the Reporting Person, as a holder of Shares of Common Stock and not in his capacity as an officer of the Company, may formulate plans or proposals relating to the foregoing matters in the future.

        The Reporting Person intends to vote his Common Stock, as a holder of such, as he deems appropriate from time to time. Although the Reporting Person has no contract or agreement to purchase or sell shares of Common Stock from or to any person, he may purchase shares from time to time, and may sell shares from time to time, in open market transactions, privately negotiated transactions or transactions with affiliates of the Company on prices and terms as he shall determine. Whether the Reporting Person purchases or sells shares and the exact number of shares purchased or sold will depend upon a variety of factors, including the market price, market conditions, financial condition of the business, business prospects, availability and need for funds, and the evaluation of alternative interests. The Reporting Person intends to review continuously such factors with respect to his ownership of shares of Common Stock.

Item 5. Interest in Securities of the Issuer.

(a)  

Aggregate number of shares of Common Stock beneficially owned: 2,001,000 Percentage: 10.06%


(b)  

1. Sole power to vote or to direct vote: 2,001,000
2. Shared power to vote or to direct vote: -0-
3. Sole Power to dispose or to direct the disposition: 2,001,000
4. Shared power to dispose or to direct the disposition: -0-


    (c)        Other than as reported in Item 3 through 4 above, there were no transactions by Joseph Anteri during the past sixty (60) days

    (d)        Except as set forth in this Schedule 13D, no person may be deemed to have the right to receive or the power to direct the receipt of dividends from, or proceeds from the sale of, the shares of Common Stock beneficially owned by the Reporting Person.

    (e)        Not applicable.


Item 6. Contracts, Arrangements, Understandings orRelationships
with Respect to Securities of the Issuer.

        Except as described under Items 3, 4 and 5, to the best knowledge of the Reporting Person, there are not contracts, arrangements, understandings or relationships (legal or otherwise) between these shareholders and any other person with respect to any securities of the Company, including, but not limited to, transfer or voting of any securities of the Company, finder’s fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies, or a pledge or contingency the occurrence of which would give another person voting power over the securities of the Company.

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: April 30, 2005

                                                    /s/ Joseph Anteri      
                                                 Joseph Anteri