-----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, RLYTz7u7H9ChJC/fHfF/7udKJw9jpagE/RYP8UYyU7YSixyoY9x0h4rSnPw6q6pO PXjkV+aapSR1rHNe2mqD9w== 0001144204-08-019385.txt : 20080331 0001144204-08-019385.hdr.sgml : 20080331 20080331174912 ACCESSION NUMBER: 0001144204-08-019385 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080331 DATE AS OF CHANGE: 20080331 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Skinny Nutritional Corp. CENTRAL INDEX KEY: 0001176325 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-GROCERIES & GENERAL LINE [5141] IRS NUMBER: 233100268 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-82108 FILM NUMBER: 08726588 BUSINESS ADDRESS: STREET 1: 3 BALA PLAZA EAST STREET 2: SUITE 117 CITY: BALA CYNWYD STATE: PA ZIP: 19004 BUSINESS PHONE: 610-784-2000 MAIL ADDRESS: STREET 1: 3 BALA PLAZA EAST STREET 2: SUITE 117 CITY: BALA CYNWYD STATE: PA ZIP: 19004 FORMER COMPANY: FORMER CONFORMED NAME: CREATIVE ENTERPRISES INTERNATIONAL INC DATE OF NAME CHANGE: 20020625 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Salaman Michael CENTRAL INDEX KEY: 0001347913 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: BUSINESS PHONE: 610-525-7444 MAIL ADDRESS: STREET 1: 825 LAFAYETTE ROAD CITY: BRYN MAWR STATE: PA ZIP: 19010 SC 13D/A 1 sc13da.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A -3 Under the Securities Exchange Act of 1934 Skinny Nutritional Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 830695 10 2 (CUSIP Number) Michael Salaman 3 Bala Plaza East, Suite 117 Bala Cynwyd, PA 19006 (610) 784-2000 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) March 24, 2008 (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 that is the subject of this Schedule 13D, and is filing this schedule because of ss.ss.240.I3d-I(e), 240. l3d-I(f) or 240.1 3d-1(g), check the following box.[ ] Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See ss.240.13d-7 for other parties to whom copies are to be sent. 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). Persons who respond to the collection of Information contained in this form are not required to respond unless the form displays a currently valid 0MB control number. SCHEDULE 13D CUSIP No. 830695 10 2 1. Names of Reporting Persons Michael Salaman I.R.S. Identification Nos. of above persons (entities only) 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) [ ] (b) [ ] 3. SEC Use Only 4. Source of Funds (See Instructions): PF 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) [ ] 6. Citizenship or Place of Organization: United States NUMBER OF 7. Sole Voting Power: 12,937,657 SHARES BENEFICIALLY 8. Shared Voting Power: 0 OWNED BY EACH 9. Sole Dispositive Power: 12,937,657 REPORTING PERSON 10. Shared Dispositive Power: 0 WITH 11. Aggregate Amount Beneficially Owned by Each Reporting Person: 12,937,657 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares |X| 13. Percent of Class Represented by Amount in Row (11): 12.6% 14. Type of Reporting Person (See Instructions)IN 2 Explanatory Note This Amendment No. 3 to Schedule 13D is being filed by Michael Salaman. Mr. Salaman filed an original Schedule 13D dated October 16, 2006 (the "Original 13D"), an Amendment No. 1 to Schedule 13D on February 1, 2007 ("Amendment No. 1") and an Amendment No. 2 to Schedule 13D on December 18, 2007 ("Amendment No. 2, and together with the Original 13D and Amendment No. 1, the "Prior 13Ds"). Capitalized terms which are used herein but are not defined herein shall have the meaning ascribed to them in the Prior 13Ds. This Amendment No. 3 to Schedule 13D amends the Prior 13Ds as specifically set forth herein Item 1. Security and Issuer The information reported in response to Item 1 in the Prior 13Ds is incorporated herein by reference. Item 2. Identity and Background The information reported in response to Item 2 in the Prior 13Ds is incorporated herein by reference. Item 3. Source and Amount of Funds or Other Consideration The information reported in response to Item 3 in the Prior 13Ds is incorporated herein by reference and is further amended and supplemented as follows: On March 24, 2008, the Reporting Person was granted 2,075,000 shares of restricted common stock in consideration of a guarantee provided by him in connection with a secured financing arrangement procured by the Company in November 2007. Item 4. Purpose of Transaction The information reported in response to Item 4 in the Prior 13Ds is incorporated herein by reference. Item 5. Interest in Securities of the Issuer Items 5(a)-(b) of the Prior 13Ds are hereby amended and restated to read in its entirety as follows: (a)-(b) As a result of the Reporting Person's transactions described in Item 3 of this Schedule 13D/A, the Reporting Person may currently be deemed to be the beneficial owner of 12,937,657 shares of Common Stock. Such number of shares of Common Stock constitutes approximately 12.6% of the issued and outstanding shares of Issuer's Common Stock based on the number of shares of Issuer's Common Stock outstanding as of March 24, 2008. The Reporting Person has the sole power to vote, direct the vote, dispose and direct the disposition of all such shares of Common Stock of the Issuer. Of these shares, 1,200,000 shares are issuable upon the exercise of stock options presently held by the Reporting Person which were granted in January 2007 and which are exercisable within 60 days from the date of this Schedule 13D/A and 750,000 shares are issuable upon the exercise of stock options granted on November 28, 2007. As described in Item 3 of the Prior 13Ds and for the purpose of this Schedule 13D/A, 1,800,000 of the options granted by the Board on January 12, 2007 and 2,250,000 of the options granted by the Board on November 28, 2007 are excluded from the Reporting Person's beneficial ownership calculations. (c) Except as described in Item 3 and Item 5(a), the Reporting Person has not effected any transactions in the Issuer's Common Stock during the past sixty days. (d) To the Reporting Person's knowledge, no other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the securities of the Reporting Person reported on herein. (e) Not applicable. 3 Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer The information reported in response to Item 6 in the Prior 13Ds is incorporated herein by reference. Item 7. Material to Be Filed as Exhibits None. 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. Date: March 31, 2008 /s/ Michael Salaman - -------------------------- Signature Michael Salaman - -------------------------- Name 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 purposed 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) 4 -----END PRIVACY-ENHANCED MESSAGE-----