SC 13G 1 a09-5714_34sc13g.htm SC 13G

 

 

 

OMB APPROVAL

 

UNITED STATES

OMB Number:      3235-0145

 

SECURITIES AND EXCHANGE COMMISSION

Expires      February 28, 2009

 

Washington, D.C. 20549

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SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No. . . .)

 

Condor Capital Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

206763302

(CUSIP Number)

December 31, 2008

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

x

Rule 13d-1(b)

o

Rule 13d-1(c)

o

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).

 


 

CUSIP No. 206763302

 

 

1.

Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).

Hill, Thompson, Magid & Co., Inc. (“Hill Thompson”)

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
New York

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:

5.

Sole Voting Power
1,744,605

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
1,744,605

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,744,605

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
8.6%

 

 

12.

Type of Reporting Person (See Instructions)
BD

 

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Item 1.

 

(a)

Name of Issuer
Condor Capital Inc.

 

(b)

Address of Issuer’s Principal Executive Offices
353 Howard Hughes Parkway

Suite 2012

Las Vegas, Nevada 89109

 

Item 2.

 

(a)

Name of Person Filing
Hill, Thompson, Magid & Co., Inc.

 

(b)

Address of Principal Business Office or, if none, Residence
15 Exchange Place, Suite 800

Jersey City, NJ 07302

 

(c)

Citizenship
New York

 

(d)

Title of Class of Securities
Common Stock

 

(e)

CUSIP Number
206763302

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

(a)

x

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

 

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

 

(g)

o

A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

 

(h)

o

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j)

o

A non-U.S. institution in accordance with Rule 13d–1(b)(1)(ii)(J);

 

(k)

o

Group, in accordance with § 240.13d–1(b)(1)(ii)(J).

 

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Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

(a)

Amount beneficially owned:   

Hill Thompson acquired and held beneficial ownership of more than 5% of the class of equity securities  as of December 31, 2004.  The reported share amounts reflect amounts beneficially owned by the reporting person as of December 31, 2008.

The percentage disclosed in Item 11 of the Cover Page is calculated based upon 20,155,010 shares of the issuer’s common stock outstanding, which is the total number of shares issued and outstanding as reported in the issuer’s Quarterly Report on Form 10-QSB for the period ended June 30, 2001 and filed with the Securities and Exchange Commission on September 17, 2001.

 

(b)

Percent of class:   

See Item 11 of the Cover Page to this Schedule 13G.

 

(c)

Number of shares to which the person has:

 

 

 

(i)

Sole power to vote or to direct the vote   

1,744,605

 

 

(ii)

Shared power to vote or to direct the vote    

0

 

 

(iii)

Sole power to dispose or to direct the disposition of   

1,744,605

 

 

(iv)

Shared power to dispose or to direct the disposition of   

0

 

Item 5.

Ownership of Five Percent of Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person as ceased to be the beneficial owner of more than five percent of the class of securities, check the following   o

 

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 on 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 Group

 

Not applicable.

 

 

Item 10.

Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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 that purpose or effect.

 

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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: February 17, 2009

 

 

 

HILL, THOMPSON, MAGID & CO., INC.

 

 

 

 

 

 

 

/s/  Sam Guidetti

 

 

Signature

 

 

 

 

 

 

 

Sam Guidetti/Authorized Signatory

 

 

Name/Title

 

 

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Index to Exhibits

 

Exhibit

 

Exhibit

 

 

 

A

 

Power of Attorney

 

EXHIBIT A

 

POWER OF ATTORNEY

 

KNOW ALL PERSONS BY THESE  PRESENTS  that HILL, THOMPSON, MAGID & CO., INC. (the “Corporation”)  does hereby make,  constitute and appoint Sam Guidetti, an employee of the Corporation, acting  individually,  its true and lawful  attorney,  to execute and deliver in its name and on its behalf  whether the Corporation is acting  individually or as representative of others,  any and all filings required to be made by the Corporation under the Securities  Exchange Act of 1934, (as amended, the “Act”), with respect to securities which may be deemed to be  beneficially  owned by the Corporation  under the Act,  giving and granting unto said  attorney-in-fact  power and authority to act in the premises as fully and to all intents and purposes as the Corporation  might or could do if  personally present by one of its authorized  signatories,  hereby  ratifying and confirming all that said  attorney-in-fact  shall lawfully do or cause to be done by virtue hereof.

 

THIS POWER OF ATTORNEY shall remain in full force and effect until either revoked in writing by the undersigned or until such time as the person or persons to whom power of attorney has been hereby granted cease(s) to be an employee of the Corporation.

 

 

HILL, THOMPSON, MAGID & CO., INC.

 

 

By:

/s/ Nick Ponzio

 

 

Name:

Nick Ponzio

 

Title:

President

 

Date: February 12, 2009

 

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