-----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, L66Ee+Rc46ed9LlAYLLM4mW0S7AYmJsTYe6glWcRqAczZE+kBh8hcPbTUPD01FqP qBSq5cdqVdxfsl/DifyHQQ== 0001014100-01-500054.txt : 20010717 0001014100-01-500054.hdr.sgml : 20010717 ACCESSION NUMBER: 0001014100-01-500054 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010716 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20010716 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VIEW SYSTEMS INC CENTRAL INDEX KEY: 0001075857 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS BUSINESS SERVICES [7380] IRS NUMBER: 592928366 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-30178 FILM NUMBER: 1682102 BUSINESS ADDRESS: STREET 1: 825 W KENYON AV STREET 2: SUITE 15 CITY: ENGLEWOOD STATE: CO ZIP: 80110 BUSINESS PHONE: 3032957200 MAIL ADDRESS: STREET 1: 925 W KENYON AVREET STREET 2: SUITE 15 CITY: ENGLEWOOD STATE: CA ZIP: 80110 8-K 1 edg0860.txt VIEW SYSTEMS - CURRENT REPORT SECURITIES AND EXHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) July 16, 2001 ------------------------------- VIEW SYSTEMS, INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Florida 1-15247 59-2928366 - -------------------------------------------------------------------------------- (State or other Jurisdiction (Commission File Number) (I.R.S. Employer of Incorporation) Identification No.) Gunther Than, 925 West Kenyon Avenue, Suite 15, Englewood Colorado 21046 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices/Zip Code) Registrant's telephone number, including area code: (303) 783-9153 ----------------------------- Not Applicable (Former Name or Former Address, if changed since last Report) ITEM 5. OTHER EVENTS View Systems, Inc. (the "Registrant") disputes the claim of beneficial ownership by Rubin Investment Group ("Rubin"). In its Schedule 13D filing on July 12, 2001, Rubin claimed beneficial ownership of 2,235,000 shares that it may acquire upon the exercise of certain warrants. The warrants were originally issued by the Registrant in consideration of Rubin's undertaking to perform certain services for the Registrant. Rubin failed to perform, causing substantial harm to the Registrant, and, as a result, on January 9, 2001, the Registrant notified Rubin that it cancelled the warrants. Rubin also misrepresented the percentage of Registrant stock covered by warrants. Rubin's Schedule 13D stated that the warrant shares represented 19.2% of the Registrant's common stock based on 9,054,120 outstanding shares. In fact, the Registrant reported in its latest publicly filed document 14,871,620 outstanding shares at the time of filing of the Schedule 13D, so that the warrant shares would actually represent only 13.0%, if the warrants were in effect. The Registrant has instructed its transfer agent not to issue any shares of common stock upon any attempted exercise of any portion of the warrants. The Registrant has also notified the SEC of Rubin's errant filing and has requested the SEC to take appropriate action. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) and (b) Not Applicable. (c) Exhibits. Press Release Dated July 16, 2001 regarding the claim of beneficial ownership of View Systems, Inc. common stock by Rubin Investment Group. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has dully caused this report to be signed on its behalf by the undersigned hereunto duly authorized. View Systems, Inc. (Registrant) Date: 07/16/01 /s/ Gunther Than -------- ---------------------------- Gunther Than President and Chief Executive Officer EX-99 2 edg0860exh99.txt NEWS RELEASE - EXHIBIT 99.1 Exhibit 99.1 NEWS RELEASE Contact: Gunther Than President and CEO View Systems, Inc. (303) 783-9153 View Systems Disputes Claim of Beneficial Ownership By Rubin Investment Group Baltimore, MD--(Business Wire)--July 16, 2001 - View Systems, Inc. (OTCBB:VYST) announced today that it has filed a form 8-K with the SEC, disputes the claim of beneficial ownership by Rubin Investment Group ("Rubin"). In its Schedule 13D filing on July 12, 2001, Rubin claimed beneficial ownership of 2,235,000 shares that it may acquire upon the exercise of certain warrants. The warrants were originally issued by the Company in consideration of Rubin's undertaking to perform certain services for View Systems. Rubin failed to perform, causing substantial harm to the Company, and, as a result, on January 9, 2001, the Company notified Rubin that it cancelled the warrants. Even if Rubin had the ability to exercise those warrants, which had been cancelled on January 9, 2001, his statements in his Schedule 13D filing would have been a misrepresentation of the Company's stock covered by the warrants. Rubin stated that the warrant shares represented 19.2% of the Company's common stock based on 9,054,120 outstanding shares. In fact, View Systems reported in its latest publicly filed document 14,871,620 outstanding shares at the time of filing of the Schedule 13D, so that the warrant shares would actually represent only 13.0%, if the warrants were in effect. About View Systems View Systems designs, markets and sells a family of CCTV digital recording and video management products and digital identification products based on the Company's proprietary software. The Company uses an open architecture design approach that allows compatibility with commercially available computer and video software hardware. The statements made in this release, which are not historical facts, contain certain forward-looking statements concerning potential developments affecting the business, prospects, financial condition and other aspects of the company to which this release pertains. The actual results of the specific items described in this release, and the company's operations generally, may differ materially from what is projected in such forward-look statements. Although such statements are based upon the best judgments of management of the company as of the date of this release, significant deviations in magnitude, timing and other factors may result from business risks and uncertainties including without limitation, the company's dependence on third parties, market conditions, technical factors, the availability of outside capital and receipt of revenues, and other factors, many of which are beyond the control of the company. -----END PRIVACY-ENHANCED MESSAGE-----