-----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, Nu+lzqtOfLVEmbrST1Q/I/eUOs/3CCXi4yHTu45cS2wPyTOePJBNsZNtyjkRMdtV 0pl6A++l1II3RJzmnRZTwg== 0001047469-99-023851.txt : 19990615 0001047469-99-023851.hdr.sgml : 19990615 ACCESSION NUMBER: 0001047469-99-023851 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990611 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SUNDERLAND CORP CENTRAL INDEX KEY: 0001068132 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 522102142 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-56145 FILM NUMBER: 99644656 BUSINESS ADDRESS: STREET 1: 2901 EL CAMINO AVENUE CITY: LAS VEGAS STATE: NV ZIP: 89102 BUSINESS PHONE: 2023875400 MAIL ADDRESS: STREET 1: 1504 R ST NW CITY: WASHINGTON STATE: DC ZIP: 20009 FORMER COMPANY: FORMER CONFORMED NAME: SUNDERLAND ACQUISITION CORP DATE OF NAME CHANGE: 19980813 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SHUSTEK MICHAEL V CENTRAL INDEX KEY: 0001088193 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: SENDERLAND CORP STREET 2: 2901 EL CAMINO AVENUE CITY: LAS VEGAS STATE: NV ZIP: 89102 BUSINESS PHONE: 7022270965 MAIL ADDRESS: STREET 1: 129 AUGUSTA CITY: HENDERSON STATE: NV ZIP: 89104 SC 13D 1 SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 SUNDERLAND CORPORATION - ------------------------------------------------------------------------------- (Name of Issuer) Common Stock, Par Value $.0001 Per Share - ------------------------------------------------------------------------------- (Title of Class of Securities) 867281107 --------------------------------------------------------------- (CUSIP Number) Michael Shustek Sunderland Corporation 2901 El Camino Ave. Las Vegas, NV 89102 (702) 227-0965 - ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) April 27, 1999 --------------------------------------------------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [_]. - --------------------------------------------- CUSIP NO. 867281107 - --------------------------------------------- Page 1 of 4 - ------------------------------------------------------------------------------- NAME OF REPORTING PERSON 1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Michael V. Shustek - ------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [_] - ------------------------------------------------------------------------------- 3 SEC USE ONLY - ------------------------------------------------------------------------------- 4 SOURCE OF FUNDS* [See Item 3] - ------------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [_] - ------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION USA - ------------------------------------------------------------------------------- 7 SOLE VOTING POWER (1) NUMBER OF SHARES 3,270,000 BENEFICIALLY ---------------------------------------------------------- OWNED BY EACH 8 SHARED VOTING POWER REPORTING PERSON WITH 0 ---------------------------------------------------------- 9 SOLE DISPOSITIVE POWER (1) 3,270,000 ---------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 0 - ------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,270,000 - ------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [_] - ------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 53.1% - ------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN - ------------------------------------------------------------------------------- 1) Subject to voting trust between the beneficial owner and the Issuer whereby beneficial owner has agreed that his shares will be voted in direct proportion to the manner in which the voted shares in the Issuer not held by him are voted. Page 2 of 4 ITEM 1. SECURITY AND ISSUER Title of Class - Common Stock Name of Issuer - Sunderland Corporation (the "Company") Principal Executive Offices - 2901 El Camino Avenue, Las Vegas, Nevada 89102 ITEM 2. IDENTIFY AND BACKGROUND (a) Name - Michael V. Shustek (the "Reporting Person") (b) Residence - 129 Augusta, Henderson, Nevada 89014 (c) Occupation - President and CEO of the Company (d) Criminal proceedings - None (e) Civil proceedings - None (f) Citizenship - USA ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION The consideration for the acquisition of the Common Stock of the Company was pursuant to the Asset Acquisition Agreements between the Company and Del Mar Mortgage, Inc., a Nevada corporation ("Del Mar Mortgage") and the Company and Del Mar Holdings, Inc., a Nevada corporation ("Del Mar Holdings") whereby the Company acquired certain assets of Del Mar Mortgage, and of Del Mar Holdings, in exchange for shares of Common Stock of the Company, which shares were then distributed to each company's respective shareholders, including the Reporting Person (collectively, the "Transactions"). The Transactions are more fully set forth in the exhibits that were attached to a Current Report on Form 8-K, filed by the Company on May 5, 1999 (the "Form 8-K"). ITEM 4. PURPOSE OF TRANSACTION The primary purpose of the acquisition of the Common Stock of the Company is to acquire control of the Company. The Reporting Person may acquire additional securities of the Company or dispose of any securities it has acquired. The Reporting Person has caused the Transactions to take place between the Company and the Reporting Person as described in the Form 8-K, has caused a change in the composition of the Board of Directors or Management of the Company, and has caused nominees of the Reporting Person to be placed on the Board of Directors. The Reporting Person has no present plans to change the capitalization or dividend policy of the Company, except that it may raise additional capital through public or private securities offerings, although he may do so if business purposes dictate that he do so. At this time the Reporting Person has no plans to change the Company's charter or by-laws other than as described in the Form 8-K, but he reserves the right to do so if he deems it desirable. At the present time the Reporting Person has no plans to cause termination of registration of the issuer pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER As of the date hereof, the aggregate number of shares beneficially owned by the Reporting Person is 3,270,000 shares of Common Stock of the Company, representing approximately 53.1% of the shares of Common Stock reported to be issued and outstanding as of May 17, 1999 in the Company's Quarterly Report on Form 10-QSB for the period ended March 31, 1999. Page 3 of 4 ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. Except for the voting trust described in this Schedule 13d, the Reporting Person is not a party to any contract, arrangement, understanding or relationship with respect to any securities of the Company. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS Not applicable. 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. June 9, 1999 ------------------------------------- (Date) /s/ MICHAEL V. SHUSTEK ------------------------------------- (Signature) Michael V. Shustek, President and CEO ------------------------------------- (Name/Title) Page 4 of 4 -----END PRIVACY-ENHANCED MESSAGE-----