| o |
Rule
13d-1(b)
|
|
x
|
Rule
13d-1(c)
|
| o |
Rule
13d-1(d)
|
|
CUSIP
No.
|
13G
|
Page
2 of
__ Pages
|
|
1
|
NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Stephen
A. Garofalo
|
||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
o
(b)
o
|
||
|
3
|
SEC
USE ONLY
|
||
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
|
||
|
NUMBER OF
|
5
|
SOLE
VOTING POWER
2,368,500
|
|
|
SHARES
BENEFICIALLY
OWNED BY
|
6
|
SHARED
VOTING POWER
814,967
|
|
|
EACH
REPORTING
PERSON
|
7
|
SOLE
DISPOSITIVE POWER
2,368,500
|
|
|
WITH
|
8
|
SHARED
DISPOSITIVE POWER
814,967
|
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,183,467
|
||
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
o
|
||
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
13.11%
|
||
|
12
|
TYPE
OF REPORTING PERSON*
IN
|
||
|
CUSIP
No.
|
13G
|
Page
3 of
__ Pages
|
|
(a)
|
Name
of Person Filing
|
|
Stephen
A. Garofalo (the “Reporting
Person”)
|
|
(b)
|
Address
of Principal Business Office or, if none,
Residence
|
|
6
Teal Court
|
|
New
City, New York 10956-3156
|
|
(c)
|
Citizenship
|
|
United
States
|
|
(d)
|
Title
of Class of Securities
|
|
Common
Stock, $.001 par value per share (the “Common
Stock”)
|
|
(e)
|
CUSIP
Number
|
|
(a)
|
o |
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 |
Group,
in accordance with
§240.13d-1(b)(1)(ii)(J).
|
|
CUSIP
No.
|
13G
|
Page 4 of
__ Pages
|
|
(a)
|
Amount
beneficially owned:
|
|
As
of the date of this filing, the Reporting Person beneficially owns
3,183,467 shares of the Common Stock of the Issuer. 2,368,500 of
these
shares are owned directly by the Reporting Person and 814,967 of
these
shares are owned by First Global Technology Corp. (“First Global”). The
Reporting Person is the controlling stockholder of First Global and,
as
such, has the power to vote and dispose of those shares of Common
Stock
owned by First Global.
|
|
(b)
|
Percent
of class:
|
|
13.11%
|
|
(c)
|
Number
of shares as to which the person
has:
|
|
(i)
|
Sole
power to vote or to direct the vote - 2,368,500
|
|
(ii)
|
Shared
power to vote or to direct the vote - 814,967
|
|
(iii)
|
Sole
power to dispose or to direct the disposition of - 2,368,500
|
|
(iv)
|
Shared
power to dispose or to direct the disposition of - 814,967
|
|
CUSIP
No.
|
13G
|
Page 5 of
__ Pages
|
|
CUSIP
No.
|
13G
|
Page
6 of
__ Pages
|
|
/s/Stephen
A. Garofalo
|
|||
|
By:
|
|||
|
Stephen
A. Garofalo
|
|||