-----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, WTEIlr6TJ4Xcv2+sq8LmdG5sOpvR8PG+v59VtK0dAE6uqf5D/af1vL1JR1vx6ByQ K7uANDCJFyC9VSg2RUkBdw== 0000898432-04-000701.txt : 20040901 0000898432-04-000701.hdr.sgml : 20040901 20040901073556 ACCESSION NUMBER: 0000898432-04-000701 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20040901 DATE AS OF CHANGE: 20040901 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SMARTSERV ONLINE INC CENTRAL INDEX KEY: 0001005698 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 133750708 STATE OF INCORPORATION: DE FISCAL YEAR END: 0902 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-49961 FILM NUMBER: 041009657 BUSINESS ADDRESS: STREET 1: METRO CENTER STREET 2: ONE STATION PLACE CITY: STAMFORD STATE: CT ZIP: 06902 BUSINESS PHONE: 2033535950 MAIL ADDRESS: STREET 1: ONE STATION PLACE CITY: STAMFORD STATE: CT ZIP: 06902 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Blue & Gold Enterprises LLC CENTRAL INDEX KEY: 0001302010 IRS NUMBER: 300182654 STATE OF INCORPORATION: NV FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 11601 WILSHIRE BLVD. STREET 2: SUITE 2040 CITY: LOS ANGELES STATE: CA ZIP: 90025 BUSINESS PHONE: 310-268-8457 MAIL ADDRESS: STREET 1: 11601 WILSHIRE BLVD. STREET 2: SUITE 2040 CITY: LOS ANGELES STATE: CA ZIP: 90025 SC 13G 1 sc-13g.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (RULE 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13D-L(B), (C) AND (D) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 ( AMENDMENT __)* SmartServ Online, Inc. (Name of Issuer) COMMON STOCK, $0.01 PAR VALUE (Title of Class of Securities) 83169M302 (CUSIP Number) February 13, 2004 -------------------------- (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-l(b) [X] Rule 13d-l(c) [ ] Rule 13d-l(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 disclosures provided in a prior cover page. The information required on 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. 83169M302 PAGE 2 OF 6 PAGES - --------------------------- ---------------------- - -------------------------------------------------------------------------------- NAME OF REPORTING PERSON 1 SS. OR I.R.S IDENTIFICATION NO. OF ABOVE PERSON BLUE & GOLD ENTERPRISES LLC - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION UNITED STATES - -------------------------------------------------------------------------------- 5 SOLE VOTING POWER Number Of Shares 362,716 Beneficially --------------------------------------------------------------- Owned By 6 SHARED VOTING POWER Each Reporting N/A Person --------------------------------------------------------------- With 7 SOLE DISPOSITIVE POWER 362,716 --------------------------------------------------------------- 8 SHARED DISPOSITIVE POWER N/A - -------------------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 362,716 - -------------------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] - -------------------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 12.28 - -------------------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON CO - -------------------------------------------------------------------------------- SCHEDULE 13G - --------------------------- ---------------------- CUSIP NO. 83169M302 PAGE 3 OF 6 PAGES - --------------------------- ---------------------- ITEM 1(a). NAME OF ISSUER: SmartServ Online, Inc. ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 2250 Butler Pike, Suite 150 Plymouth Meeting, PA 19462 ITEM 2(a). NAME OF PERSON FILING: Blue & Gold Enterprises LLC ITEM 2(b). ADDRESS OF PRINCIPAL OFFICES OR, IF NONE, RESIDENCE: 11601 Wilshire Blvd., Suite 2040 Los Angeles, CA 90025 ITEM 2(c). CITIZENSHIP: United States ITEM 2(d). TITLE OF CLASS OF SECURITIES: Common Stock, par value $.01 per share (the "Common Stock") ITEM 2(e). CUSIP NUMBER: 83169M302 SCHEDULE 13G - --------------------------- ---------------------- CUSIP NO. 83169M302 PAGE 4 OF 6 PAGES - --------------------------- ---------------------- ITEM 3. IF THE STATEMENT IS BEING FILED PURSUANT TO RULE 13d-l(b), OR 13d-2(b) OR (c), CHECK WHETHER THE FILING PERSON IS A: (a)[ ] Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o); (b)[ ] Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c); (c)[ ] Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c); (d)[ ] Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); (e)[ ] An investment adviser in accordance with l3d-l(b)(I)(ii)(E); (f)[ ] An employee benefit plan or endowment fund in accordance with 13d-1 (b)(1)(ii)(F); (g)[ ] A parent holding company or control person in accordance with 13d-l(b)(1)(ii)(G); (h)[ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.1813); (i)[ ] 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)[ ] Group, in accordance with l3d-l(b)(l)(ii)(J). If this statement is filed pursuant to 13d-1(c), check this box. [X] ITEM 4. OWNERSHIP: (a) Amount beneficially owned: The Reporting Person beneficially owns 362,716 shares of Common Stock consisting of (i) Series A Preferred Stock convertible into 136,120 shares of Common Stock and (ii) warrants exercisable for 226,596 shares of Common Stock. (b) Percent of Class: The Reporting Person beneficially owns 362,716 shares of Common Stock representing 12.28% of the outstanding shares of the Common Stock (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote : 362,716 (ii) Shared power to vote or to direct the vote of shares of Common Stock: N/A (iii) Sole power to dispose or to direct the disposition of shares of Common Stock: 362,716 (iv) Shared power to dispose or to direct the disposition of shares of Common Stock: N/A SCHEDULE 13G - --------------------------- ---------------------- CUSIP NO. 83169M302 PAGE 5 OF 6 PAGES - --------------------------- ---------------------- ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. If this statement is being filed to report the fact that as of the date hereof the reporting person had ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ] 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 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. SCHEDULE 13G - --------------------------- ---------------------- CUSIP NO. 83169M302 PAGE 6 OF 6 PAGES - --------------------------- ---------------------- 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. 8/30/04 --------------------------- Date /s/ Steven Antebi --------------------------- Signature Manager/Member --------------------------- Name/Title The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature. ATTENTION. INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001). -----END PRIVACY-ENHANCED MESSAGE-----