-----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, HjxZfRIIsyg+hQN0zItGZvK1yMjtbHUWU8TkolwkHorbRR8ZC0SHxGwIgdjB5i+U 3bDGo7gS3yyTaWHDi23PQw== 0001116502-09-001460.txt : 20090923 0001116502-09-001460.hdr.sgml : 20090923 20090923142008 ACCESSION NUMBER: 0001116502-09-001460 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20090923 DATE AS OF CHANGE: 20090923 GROUP MEMBERS: GILDER FUNDING CORP. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Quamtel, Inc. CENTRAL INDEX KEY: 0001122991 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 980233452 STATE OF INCORPORATION: NV FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-78504 FILM NUMBER: 091082447 BUSINESS ADDRESS: STREET 1: 14911 QUORUM DRIVE STREET 2: SUITE 140 CITY: DALLAS STATE: TX ZIP: 75254 BUSINESS PHONE: (972) 361-1980 MAIL ADDRESS: STREET 1: 14911 QUORUM DRIVE STREET 2: SUITE 140 CITY: DALLAS STATE: TX ZIP: 75254 FORMER COMPANY: FORMER CONFORMED NAME: Atomic Guppy Inc DATE OF NAME CHANGE: 20070627 FORMER COMPANY: FORMER CONFORMED NAME: XTX ENERGY INC DATE OF NAME CHANGE: 20060606 FORMER COMPANY: FORMER CONFORMED NAME: GLEN MANOR RESOURCES INC DATE OF NAME CHANGE: 20001005 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Gilder Funding Corp CENTRAL INDEX KEY: 0001472825 IRS NUMBER: 650628707 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 1800 NE 114TH STREET STREET 2: SUITE 2100 CITY: MIAMI STATE: FL ZIP: 33181 BUSINESS PHONE: 982-361-1980 MAIL ADDRESS: STREET 1: 1800 NE 114TH STREET STREET 2: SUITE 2100 CITY: MIAMI STATE: FL ZIP: 33181 SC 13D 1 quamtelsc13d.htm SCHEDULE 13D Schedule 13D

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


SCHEDULE 13D


Under the Securities Exchange Act of 1934

(Amendment No. )*


QUAMTEL, INC.

(Name of Issuer)


Common Stock, par value $0.001 per share

(Title of Class of Securities)


74760P 10 9

(CUSIP Number)


Ronald L. Brown, Esq.

Andrews Kurth LLP
1717 Main Street, Suite 3700

Dallas, Texas 75201

(214) 659-4400

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)


September 14, 2009

(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. 74760P 10 9                                                13D                                                            Page 2 of 5 Pages




1

 

 

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)


Gilder Funding Corp.  EIN – 65-0628707

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 

(a)

X

 

 

(b)

 

 

 

 

3

 

 

SEC USE ONLY


4

 

 

SOURCE OF FUNDS


WC

5

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

 

 

 

 

 

 

6

 

 

CITIZENSHIP OR PLACE OF ORGANIZATION


Florida

 

                               

NUMBER OF

7

SOLE VOTING POWER


3,625,000

SHARES

BENEFICIALLY

OWNED BY

8

SHARED VOTING POWER


0

EACH

REPORTING

PERSON

9

SOLE DISPOSITIVE POWER


3,625,000

WITH

 

 

10

SHARED DISPOSITIVE POWER


0

11

 

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON


3,625,000

12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

 

 

 

 

 

13

 

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)


22%

14

 

 

TYPE OF REPORTING PERSON


CO








CUSIP No. 74760P 10 9                                                13D                                                            Page 3 of 5 Pages




SCHEDULE 13D

Filed Pursuant to Rule 13d-1

ITEM 1.

Security and Issuer.

This Statement on Schedule 13D relates to the common stock, par value $0.001 per share (the “Common Stock”) of Quamtel, Inc., a Nevada corporation (the “Issuer”) and is being filed by Gilder Funding Corp., Inc., a Florida corporation (the “Reporting Person”).  The Issuer’s principal executive offices are located at 1800 NE 114 Street, Suite 2110, Miami, Florida 33181.  

ITEM 2.

Identity and Background.

(a)

Name.  The name of the Reporting Person is Gilder Funding Corp.

(b)

Business Address.  The business address for the Reporting Person is 1800 NE 114 Street, Suite 2110, Miami, Florida 33181

(c)

Occupation and Employment.  The Reporting Person is a financial investment company.

(d) and (e)

Proceedings.  During the previous five (5) years, the Reporting Person has not been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors) nor has the Reporting Person been party to a civil proceeding of a judicial or administrative body of competent jurisdiction such that, as a result of such proceeding, the Reporting Person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activity subject to, federal or state securities laws or finding any violation with respect to such laws.

(f)

Citizenship.  The Reporting Person is a Florida corporation.  

ITEM 3.

Source and Amount of Funds or Other Consideration.

The Reporting Person is the beneficial owner of 3,625,000 shares (the “Shares”) of the Issuer’s Common Stock, which it acquired on September 14, 2009 pursuant to an agreement dated August 30, 2009. in exchange for cash in the amount of $700,000, payable $350,000 on September 14, 2009 and $350,000 on October 14, 2009.  

ITEM 4.

Purpose of Transaction.

The Shares were acquired by the Reporting Person for investment purposes.  The Reporting Person intends to periodically review its investment in the Issuer and, based on a number of factors, including the Reporting Person’s evaluation of the Issuer’s business prospects and financial condition, the market for the Issuer’s shares, general economic and stock market conditions and other investment opportunities, the Reporting Person may acquire additional securities of the Issuer or dispose of the shares of Common Stock reported herein through open market or privately negotiated transactions.

The Reporting Person does not have any current plans or proposals which would relate to or would result in:

·

any extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries;

·

a sale or transfer of a material amount of the assets of the Issuer or any of its subsidiaries;

·

any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board;

·

any material change in the present capitalization or dividend policy of the Issuer;

·

any other material change in the Issuer’s business or corporate structure including, but not limited to, if the Issuer is a registered closed-end investment company, any plans or proposals to make any changes in its investment policy for which a vote is required by Section 13 of the Investment Company Act of 1940;






CUSIP No. 74760P 10 9                                                13D                                                            Page 4 of 5 Pages



·

changes in the Issuer’s charter, bylaws or instruments corresponding thereto or other actions which may impede acquisition of control of the Issuer by any person;

·

causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association;

·

a class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or

·

any action similar to any of those enumerated above.

The Reporting Person reserves the right to determine in the future to change the purpose or purposes described above.

ITEM 5.

Interests in Securities of the Issuer.

(a)

Aggregate Number and Percentage of Securities.  The Reporting Person is the beneficial owner of 3,625,000 shares of Common Stock of the Issuer, representing approximately 22% of the class.  

(b)

Power to Vote and Dispose.  The Reporting Person has sole voting and dispositive power over the shares identified in response to Item 5(a) above.

(c)

Transactions Within the Past 60 Days.  Except as noted herein, the Reporting Person has not effected any other transactions in the Issuer’s securities, including its shares of Common Stock, within sixty (60) days preceding the date hereof.

(d)

Certain Rights of Other Persons.  Not applicable.

(e)

Date Ceased to be a 5% Owner.  Not applicable.

ITEM 6.

Contracts, Arrangements, or Understandings or Relationships with Respect to Securities of the Issuer.

The Reporting Person does not have any contract, arrangement, understanding or relationship with respect to securities of the Issuer including, but not limited to, transfer or voting of any of the securities, finder’s fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies. Further, the Reporting Person has not pledged securities of the Issuer nor are the securities of the Issuer held by the Reporting Person subject to a contingency, the occurrence of which would give another person voting power or investment power over such securities.

ITEM 7.

Material to be Filed as Exhibits.

None






CUSIP No. 74760P 10 9                                                13D                                                            Page 5 of 5 Pages



SIGNATURE

After reasonable inquiry, and to the best of the Reporting Person’s knowledge and belief, the undersigned certifies that the information set forth in this Schedule is true, complete and correct.

Date:

September 22, 2009

 

Gilder Funding Corp.

 

 

 

 

 

 

                                                                                    

By:

/s/ Warren Gilbert

 

 

Warren Gilbert, President


Attention:  Intentional misstatements or
omissions of fact constitute Federal
criminal violations (See 18 U.S.C. § 1001).





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