UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series B Preferred Stock (convertible) (1) | Â (2) | Â (2) | Common Stock | 69,935 | $ (2) | D | Â |
Series B Preferred Stock (convertible) (3) | Â (2) | Â (2) | Common Stock | 12,344 | $ (2) | I | Held by Spouse, Jan Carson Connolly |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Connolly Timothy J 109 N. POST OAK LANE SUITE 422 HOUSTON, TX 77024 |
 |  X |  Chief Executive Officer |  |
/s/ Timothy J. Connolly | 09/21/2005 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | This Form 3 has been amended to (a) properly include in this Table II pursuant to Instruction 5(c)(i) Timothy J. Connolly's direct ownership of 69,935 shares of convertible Series B Preferred stock and (b) remove the categorization of said shares from Table I as previously filed with the SEC on September 16, 2005. |
(2) | Pursuant to that certain Merger Agreement dated August 31, 2005 and set forth in Issuer's Current Report on Form 8-K as filed with the U.S. Securities and Exchange Commission on September 8, 2005 as Exhibit 99.1, such Series B Preferred Stock will be converted into shares of Common Stock as is more fully explained and under the conditions set forth in the Merger Agreement. |
(3) | This Form 3 has been amended to properly include Jan Carson Connolly's direct ownership of 12,344 shares of convertible Series B Preferred stock. Jan Carson Connolly is the spouse of Timothy J. Connolly and therefore Mr. Connolly is considered to have an indirect ownership of said 12,344 shares of Series B Preferred stock. |