-----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, SFXgOvfdI3XvgKV8OzIMysnawcjKNBRepSoLq95xVCx+9iJDEBElrjS/gp53jcct 7v4aHwJtDzzu2Dp1YxFlqQ== 0001399704-07-000004.txt : 20070517 0001399704-07-000004.hdr.sgml : 20070517 20070517150445 ACCESSION NUMBER: 0001399704-07-000004 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070517 DATE AS OF CHANGE: 20070517 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PRB Energy, Inc. CENTRAL INDEX KEY: 0001299966 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922] IRS NUMBER: 200563497 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-80712 FILM NUMBER: 07861035 BUSINESS ADDRESS: STREET 1: 1875 LAWRENCE STREET STREET 2: SUITE 450 CITY: DENVER STATE: CO ZIP: 80202 BUSINESS PHONE: (303) 308-1330 MAIL ADDRESS: STREET 1: 1875 LAWRENCE STREET STREET 2: SUITE 450 CITY: DENVER STATE: CO ZIP: 80202 FORMER COMPANY: FORMER CONFORMED NAME: PRB Gas Transportation, Inc. DATE OF NAME CHANGE: 20050301 FORMER COMPANY: FORMER CONFORMED NAME: PRB GasTransportation, Inc. DATE OF NAME CHANGE: 20041115 FORMER COMPANY: FORMER CONFORMED NAME: PRB Transportation, Inc. DATE OF NAME CHANGE: 20040806 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Weintraub Allan CENTRAL INDEX KEY: 0001399704 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: BUSINESS PHONE: 2126748308 MAIL ADDRESS: STREET 1: 63 EAST 9TH STREET CITY: NEW YORK STATE: NY ZIP: 10003 SC 13D 1 prb_13d.txt OMB APPROVAL OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response. . 14.5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.)* PRB Energy, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 693535106 (CUSIP Number) Allan Weintraub 63 East 9th Street New York, NY 10003 (212) 674-8308 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) May 4, 2007 (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 240.13d-1(e), 240.13d-1(f) or 240.13d-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 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). CUSIP No. 693535106 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Lynn Sackett & Allan Weintraub Tenants in Common 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 Shares Beneficially Owned by Each Reporting Person with: 7. Sole Voting Power 485,600 (1) 8. Shared Voting Power 0 9. Sole Dispositive Power 485,600 (1) 10. Shared Dispositive Power 0 11. Aggregate Amount Beneficially Owned by Each Reporting Person 485,600 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) 13. Percent of Class Represented by Amount in Row (11) 5.6% 14. Type of Reporting Person (See Instructions) IN INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. (1) While the shares are jointly owned, Allan Weintraub has sole power of attorney. 2 Item 1 Security and Issuer Item 1 is hereby replaced with the following: This Schedule 13D relates to the common stock, $.001 par value per share (the Common Stock), of PRB Energy, Inc. (the Company). The principal executive offices of the Company are located at 1875 Lawrence Street, Ste 450, Denver, CO 80202. Item 2. Identity and Background Item 2 is hereby amended by replacing sections (a), (b), (c), (d) and (e) with the following: (a) Allan Weintraub and Lynn Sackett (b) Allan Weintraub 63 East 9th Street New York, NY 10003 Lynn Sackett 15 Dell Way Larchmont, NY 10538 (c) Allan Weintraub is retired Lynn Sackett is retired (d) Allan Weintraub no convictions in criminal proceedings Lynn Sackett no convictions in criminal proceedings (e) Allan Weintraub not a party to any civil proceedings Lynn Sackett not a party to any civil proceedings Item 3. Source and Amount of Funds or Other Consideration Item 3 is hereby replaced with the following: Securities acquired by purchase using personal funds. Total cost of purchases - $2,464,464.20. Item 4. Purpose of Transaction Item 4 is hereby amended by replacing sections (a), (b), (c), (d), (e), (f), (g), (h), (i) and (j) with the following: Purpose is for Investment (a) None (b) None (c) None (d) None (e) None (f) None (g) None (h) None (i) None (j) None 3 Item 5. Interest in Securities of the Issuer Item 5 is hereby amended by replacing sections (a), (b), (c), (d) and (e) with the following: (a) Allan Weintraub & Lynn Sackett beneficially own 485,600 shares of Common Stock, which constitutes 5.6% of the outstanding shares of Common Stock. (b) Allan Weintraub has sole power to vote or direct the vote of 485,600 shares of Common Stock, and sole power to dispose or direct the disposition of 485,600 shares of Common Stock. (c) On March 8, 2007, Allan Weintraub & Lynn Sackett purchased on the American Stock Exchange 1,000 shares of Common Stock for $3.6845 per share. On March 13, 2007, Allan Weintraub & Lynn Sackett purchased on the American Stock Exchange 1,000 shares of Common Stock for $3.8845 per share. On March 14, 2007, Allan Weintraub & Lynn Sackett purchased on the American Stock Exchange 1,000 shares of Common Stock for $3.6905 per share. On March 20, 2007, Allan Weintraub & Lynn Sackett purchased on the American Stock Exchange 1,500 shares of Common Stock for $3.4850 per share. On March 23, 2007, Allan Weintraub & Lynn Sackett purchased on the American Stock Exchange 500 shares of Common Stock for $3.7740 per share. On March 27, 2007, Allan Weintraub & Lynn Sackett purchased on the American Stock Exchange 1,100 shares of Common Stock for $3.6086 per share and 400 shares of Common Stock for $3.5900. On March 29, 2007, Allan Weintraub & Lynn Sackett purchased on the American Stock Exchange 14,900 shares of Common Stock for $3.3149 per share. On May 2, 2007, Allan Weintraub & Lynn Sackett purchased on the American Stock Exchange 8,100 shares of Common Stock for $3.0223 per share. On May 3, 2007, Allan Weintraub & Lynn Sackett purchased on the American Stock Exchange 14,500 shares of Common Stock for $3.0807 per share. On May 4, 2007, Allan Weintraub & Lynn Sackett purchased on the American Stock Exchange 15,400 shares of Common Stock for $3.3525 per share. On May 7, 2007, Allan Weintraub & Lynn Sackett purchased on the American Stock Exchange 49,600 shares of Common Stock for $3.4766 per share. On May 9, 2007, Allan Weintraub & Lynn Sackett purchased on the American Stock Exchange 1,000 shares of Common Stock for $3.2845 per share. (d) N.A. (e) N.A. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer Allan Weintraub has Power of Attorney 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. May 17, 7007 (Date) /s/Allan Weintraub /s/Lynn Sackett (Signature) Allan Weintraub Lynn Sackett (Name/Title) 4 -----END PRIVACY-ENHANCED MESSAGE-----