-----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, CeQfxaCkT+3J9fqNNcHKtaW0IMBWwA4AYAcEgP1pZOeUqo3SNBYr6mky5OcO9AeJ QUAPkgewfenpwCF/yIysgA== 0000950133-02-002643.txt : 20020719 0000950133-02-002643.hdr.sgml : 20020719 20020719155244 ACCESSION NUMBER: 0000950133-02-002643 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020719 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: VITALE DEBORAH A CENTRAL INDEX KEY: 0001177085 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 1013 PRINCESS STREET CITY: ALEXANDRIA STATE: VA ZIP: 22314 BUSINESS PHONE: 7036836800 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: EUROPA CRUISES CORP CENTRAL INDEX KEY: 0000844887 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION [7990] IRS NUMBER: 592935476 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-41506 FILM NUMBER: 02706671 BUSINESS ADDRESS: STREET 1: 150 153RD AVE STE 200 CITY: MADEIRA BEACH STATE: FL ZIP: 33708 BUSINESS PHONE: 8133932885 MAIL ADDRESS: STREET 1: 150 153RD AVE SUITE 200 CITY: MADELIRA BEACH STATE: FL ZIP: 33708 SC 13D/A 1 w62354a3sc13dza.txt SCHEDULE 13D AMENDMENT NO.3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Europa Cruises Corporation --------------------------------- (Name of Issuer) Common Stock ($.001 par value) --------------------------------- (Title of Class of Securities) 298738105 --------------------- (CUSIP Number) Deborah A. Vitale, 150 - 153rd Avenue, Suite 202 Madeira Beach, FL 33708; (727) 393-2885 - ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notice and Communications) March 20, 1997 -------------- (Date of Event which Requires Filing of 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 Sections 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 Section 240.13d-7(b) 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 the 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). SEC 1746 CUSIP NO. 298738105 13D -------------------------------------------------------------------------------------- 1) NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (entities only) DEBORAH A. VITALE -------------------------------------------------------------------------------------- 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) SC -------------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------------- 7) SOLE VOTING POWER NUMBER OF 1,003,500 --------------------------------------------------------------- SHARES 8) SHARED VOTING POWER BENEFICIALLY OWNED BY 4,750,000 --------------------------------------------------------------- 9) SOLE DISPOSITIVE POWER EACH 1,003,500 --------------------------------------------------------------- REPORTING 10) SHARED DISPOSITIVE POWER PERSON WITH 4,750,000 --------------------------------------------------------------- - ---------------------------------------------------------------------------------------------- 11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,753,500 - ---------------------------------------------------------------------------------------------- 12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ] - ---------------------------------------------------------------------------------------------- 13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 18.34% - ---------------------------------------------------------------------------------------------- 14) TYPE OF REPORTING PERSON (See Instructions) IN - ----------------------------------------------------------------------------------------------
2 SCHEDULE 13D UNDER THE SECURITIES AND EXCHANGE COMMISSION ACT OF 1934 Introduction ITEM 1. SECURITY AND ISSUER This Statement relates to the common stock, $.001 par value, ("Common Stock") of Europa Cruises Corporation (the "Issuer"). The principal executive offices of the Issuer are located at 150 - 153rd Avenue, Suite 202, Madeira Beach, Florida 33708. ITEM 2. IDENTITY AND BACKGROUND (a) This Statement is filed by Deborah A. Vitale (the "Reporting Person"), on her own behalf and as a trustee of the Europa Cruises Corporation Employee Stock Ownership Plan ("ESOP") Trust Agreement (the "ESOP Trust"). (b) The Reporting Person's principal business address is 150-153rd Avenue, Suite 202, Madeira Beach, Florida 33708. (c) As of the date of the event requiring this filing, the Reporting Person is the Corporate Secretary and Chairman of the Board of Directors of the Issuer and a trustee of the ESOP Trust. (d) During the five years preceding the date of the event requiring filing of this Schedule 13D, the Reporting Person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) During the five years preceding the date of the event requiring filing of this Schedule 13D, the Reporting Person has neither been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction nor as a result of such proceeding was or is she subject to a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) The Reporting Person is a citizen of the United States. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. Participants in the Issuer's ESOP are entitled to direct the trustees of the ESOP Trust as to the manner in which the stock of the Issuer allocated to their accounts is to be voted. Unallocated shares are voted by the trustees of the ESOP Trust. As of the date of the event requiring filing of this Schedule 13D, 4,750,000 shares under the ESOP were unallocated. Funds used by the ESOP Trust to purchase the Issuer's shares were borrowed from the Issuer. As of the date of the event requiring filing of this Schedule 13D, the Issuer had loaned the ESOP $7,455,000 to purchase 5,000,000 shares to be allocated under the ESOP pursuant to ten-year promissory notes bearing interest at eight percent per annum. In addition, the Reporting Person is the beneficial owner of 3 shares underlying 1,000,000 exercisable options and 3,500 shares, which have been purchased using personal funds. ITEM 4. PURPOSE OF TRANSACTION All securities of the Issuer beneficially owned by the Reporting Person were acquired for investment purposes. ITEM 5. INTEREST IN SECURITIES OF ISSUER (a) The Reporting Person is the beneficial owner of 5,753,500 shares of Common Stock of the Issuer. This holding represents approximately 18.34% of the total of 27,108,854 shares of Common Stock outstanding as of the date of this filing (based on information disclosed on the Issuer's Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on March 20, 1997). (b) As of the date of this filing, the Reporting Person, as a trustee of the ESOP Trust, had the shared power to vote or direct the vote of 4,750,000 shares of Common Stock of the Issuer and the sole power to vote or direct the vote of 1,003,500 shares of Common Stock of the Issuer. The Reporting Person had the sole power to dispose or to direct the disposition of 1,003,500 shares of Common Stock of the Issuer. (c) Except as disclosed above in response to Item 3, there have been no transactions in shares of Common Stock by the Reporting Person. (d) Other than the lender in the case of a default by the ESOP under the terms of the promissory notes dated August 21, 1994 and August 25, 1994(1) and the participants in the ESOP, no other person has the right to receive and power to direct receipt of dividends, or the proceeds from the sale of the 5,000,000 shares of Common Stock of the Issuer held by the ESOP Trust. (e) Not Applicable. (1) Previously filed as exhibits to the Schedule 13D dated August 25, 1994 filed by the Reporting Person and incorporated by reference. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER None. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS None 4 SIGNATURES 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. July 19, 2002 By: /s/ Deborah A. Vitale ------------------------- Name: Deborah A. Vitale, as Trustee of the ESOP Trust Attention. Intentional misstatements or omissions of fact constitute federal criminal violations (see U.S.C. 1001). 5 -----END PRIVACY-ENHANCED MESSAGE-----