-----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, FQPK/7N5a+tZFEo4QwzgK/u70ZBF5emd0YbiubmoO9UJoSVFobsNw/2MeVLTat51 kpHH4RUgAbCp+xUlG8WG4w== 0000910643-00-000027.txt : 20000218 0000910643-00-000027.hdr.sgml : 20000218 ACCESSION NUMBER: 0000910643-00-000027 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000217 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ANTENNAS AMERICA INC CENTRAL INDEX KEY: 0000826326 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATION SERVICES, NEC [4899] IRS NUMBER: 870454148 STATE OF INCORPORATION: UT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-54349 FILM NUMBER: 548655 BUSINESS ADDRESS: STREET 1: 4880 ROBB STREET CITY: WHEAT RIDGE STATE: CO ZIP: 80033 BUSINESS PHONE: 3034214063 MAIL ADDRESS: STREET 1: 4880 ROBB STREET STREET 2: UNIT 6 CITY: WHEAT RIDGE STATE: CO ZIP: 80033 FORMER COMPANY: FORMER CONFORMED NAME: WESTFLAG CORP DATE OF NAME CHANGE: 19890511 FORMER COMPANY: FORMER CONFORMED NAME: WESTCLIFF CORP DATE OF NAME CHANGE: 19880224 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: EVANSVILLE LTD CENTRAL INDEX KEY: 0001069815 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 000000000 STATE OF INCORPORATION: D8 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: PO BOX 438 STREET 2: ROAD TOWN, TORTOLA CITY: BRITISHVIRGINISLANDS BUSINESS PHONE: 2844942616 MAIL ADDRESS: STREET 1: PO BOX 438 STREET 2: ROAD TOWN, TORTOLA CITY: BRITISHVIRGINISLANDS STATE: D8 SC 13G 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN THE STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. __)* ANTENNAS AMERICA, INC. - ----------------------------------------------------------------------------- (Name of Issuer) Common Stock, $.005 par value per share - ----------------------------------------------------------------------------- (Title of Class of Securities) Randall P. Marx Antennas America, Inc. 4860 Robb Street 101 Wheat Ridge, Colorado 80833 (303)421-4063 - ----------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) 036727105 - ----------------------------------------------------------------------------- (CUSIP Number) February 7, 2000 - ----------------------------------------------------------------------------- (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [X] Rule 13d-1(c) [ ] Rule 13d-1(d) *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). Page 1 of 5 SCHEDULE 13G CUSIP No. 036727105 Page 2 of 5 _____________________________________________________________________________ 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only) Evansville Limited (No Federal I.D. Number) _____________________________________________________________________________ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] _____________________________________________________________________________ 3 SEC USE ONLY _____________________________________________________________________________ 4 CITIZENSHIP OR PLACE OF ORGANIZATION British Virgin Islands _____________________________________________________________________________ 5 SOLE VOTING POWER NUMBER OF 3,800,000 SHARES ______________________________________________________________ BENEFICIALLY 6 SHARED VOTING POWER OWNED BY -0- ______________________________________________________________ EACH 7 SOLE DISPOSITIVE POWER REPORTING 3,800,000 ______________________________________________________________ PERSON 8 SHARED DISPOSITIVE POWER WITH -0- _____________________________________________________________________________ 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7,600,000 (See Item 4) _____________________________________________________________________________ 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] _____________________________________________________________________________ 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.5% (based on 97,398,467 shares of Common Stock outstanding on February 1, 2000, plus an additional 3,800,000 shares of Common Stock assuming exercise of the Warrant as hereinafter defined) _____________________________________________________________________________ 12 TYPE OF REPORTING PERSON* CO _____________________________________________________________________________ Item 1(a). Name of Issuer: Antennas America, Inc. (the "Company") Item 1(b). Address of Issuer's Principal Executive Offices: 4860 Robb Street 101 Wheat Ridge, Colorado 80033 Item 2(a). Name of Persons Filing: Evansville Limited ("Evansville")* Item 2(b). Address of Principal Business Office or, if None, Residence: Evansville Limited P. O. Box 438 Road Town, Tortoga British Virgin Islands Item 2(c). Citizenship: British Virgin Islands Item 2(d). Title of Class of Securities: Common Stock, par value $.005 per share, of the Company ("Common Stock"). Item 2(e). CUSIP Number: 036727105 Item 3. If this Statement Is Filed Pursuant to Rules 13d-1(b), or 13d-2(b) or (c), Check Whether the Persons Filing are a: (a) [ ] Broker or dealer registered under Section 15 of the Exchange Act; (b) [ ] Bank as defined in Section 3(a)(6) of the Exchange Act; (c) [ ] Insurance company as defined in Section 3(a)(19) of the Exchange Act; (d) [ ] Investment company registered under Section 8 of the Investment Company Act; (e) [ ] An investment advisor in accordance with Rule 13- d(b)(1)(ii)(E); (f) [ ] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); (g) [ ] A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); (h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; (i) [ ] A church plan that is excluded from the definition of an investment company under Section (c)(14) of the Investment Company Act; (j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J). If this statement is filed pursuant to Rule 13d-1(c), check this box. [X] _______________ * Evansville may be deemed to be controlled by the Phyllis Quasha Revocable Trust. Phyllis G. Quasha, as the settlor of the Trust, may be deemed to control the Trust. Based upon the foregoing considerations, the Phyllis Quasha Revocable Trust and Phyllis G. Quasha may be deemed to control Evansville. Page 3 of 5 Item 4. Ownership. Provide the following information regarding the aggregate number and percentages of securities of the Issuer identified in Item 1: (a) Amount beneficially owned: 7,600,000 shares of Common Stock** (b) Percent of class: 7.5% (based on 97,398,467 shares of Common Stock outstanding on February 1, 2000, plus an additional 3,800,000 shares of Common Stock assuming exercise of the Warrant as hereinafter defined) (c) Number of shares to which Evansville has: (i) Sole power to vote or direct the vote: 3,800,000 shares of Common Stock* (ii) Shared power to vote or direct the vote: 0 (iii) Sole power to dispose or to direct the disposition of: 3,800,000 shares of Common Stock (iv) Shared power to dispose of or direct the disposition of: 0 Item 5. Ownership of Five Percent or Less of a Class: Not applicable. Item 6. Ownership of More than Five Percent on Behalf of Another Person: Not applicable. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported By the Parent Holding Company. Not applicable. Item 8. Identification and Classification of Members of the Group. Not applicable. Item 9. Notice of Dissolution of a Group. Not applicable. Item 10. Certification. By signing below, the undersigned certifies that, to the best of its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having such purpose or effect. _____________________ ** On or about February 7, 2000, Evansville acquired from the Company, for an aggregate purchase price of $199,500, (i) 3,800,000 shares of the Company's Common Stock, and (ii) a warrant (the "Warrant") to acquire an additional 3,800,000 shares of Common Stock. Page 4 of 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. Date: February 17, 2000 By: /s/ Thomas A. Huser ---------------------------- Thomas A. Huser Attorney-in-Fact Page 5 of 5 -----END PRIVACY-ENHANCED MESSAGE-----