-----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, M6HPByj2CkBy14Vuwb+6vdPk7S0zTxYkw5j7YJUktIi+19kKhn9COGbze7Ti3LV1 gSAU2h24jI06UyMcSL6mOQ== 0000950144-01-503293.txt : 20010608 0000950144-01-503293.hdr.sgml : 20010608 ACCESSION NUMBER: 0000950144-01-503293 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010607 GROUP MEMBERS: FLOYD G. GROSSMAN GROUP MEMBERS: GLADSTONE RICHARD GROUP MEMBERS: LAURIE GLADSTONE GROUP MEMBERS: MATTHEW DOLLINGER SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: WCM CAPITAL INC CENTRAL INDEX KEY: 0000215913 STANDARD INDUSTRIAL CLASSIFICATION: GOLD & SILVER ORES [1040] IRS NUMBER: 132879202 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-37335 FILM NUMBER: 1655744 BUSINESS ADDRESS: STREET 1: 76 BEAVER ST STREET 2: SUITE 500 CITY: NEW YORK STATE: NY ZIP: 10005 BUSINESS PHONE: 2123442828 MAIL ADDRESS: STREET 1: 76 BEAVER ST STREET 2: SUITE 500 CITY: NEW YORK STATE: NY ZIP: 10005 FORMER COMPANY: FORMER CONFORMED NAME: FRANKLIN CONSOLIDATED MINING CO INC DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GLADSTONE RICHARD CENTRAL INDEX KEY: 0001142088 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 76 BEAVER STREET STREET 2: SUITE 500 CITY: NEW YORK STATE: NY ZIP: 10005 BUSINESS PHONE: 2123442828 SC 13D 1 g69931sc13d.txt WCM CAPITAL, INC. SC 13D RICHARD GLADSTONE 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13D-1(A) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13D-2(A) WCM CAPITAL, INC. ----------------- (Name of Issuer) COMMON STOCK ------------------------------ (Title of Class of Securities) 92924P203 ----------- (CUSIP Number) ------------ 76 Beaver Street, Suite 500 New York, New York 10005 (212) 344-2828 --------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) June 1, 2001 (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 which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ]. 2 SCHEDULE 13D - ----------------------------- ------------------ CUSIP NO. 92924P203 PAGE 1 OF 1 PAGE - ----------------------------- ------------------ - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON RICHARD GLADSTONE and LAURIE GLADSTONE TRUST, DATED JUNE 7, 2000, MATTHEW DOLLINGER AND FLOYD G. GROSSMAN, TRUSTEES - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)[ ] (b)|X| - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 SOURCE OF FUNDS* OO - -------------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A. - -------------------------------------------------------------------------------- NUMBER OF 7 SOLE VOTING POWER SHARES 296,000 shares of common stock BENEFICIALLY ---------------------------------------------------- OWNED BY 8 SHARED VOTING POWER EACH 0 ---------------------------------------------------- REPORTING 9 SOLE DISPOSITIVE POWER PERSON 296,000 shares of common stock ---------------------------------------------------- WITH 10 SHARED DISPOSITIVE POWER 0 - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 296,000 shares of common stock - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 22.4% of outstanding common shares - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* OO - -------------------------------------------------------------------------------- 3 ATTACHMENT ITEM 1. SECURITY AND ISSUER The class of equity securities to which this statement on Schedule 13D relates is as follows: Common stock (the "Common Stock") of WCM Capital, Inc., a Delaware Corporation (the "Company" or the "Issuer"). The principal executive offices of the Company are located at 76 Beaver Street, Suite 500, New York, New York 10005. ITEM 2. IDENTITY AND BACKGROUND 1. (a) Name: Matthew Dollinger, Trustee (b) Business Address: One Old Country Road Carle Place, New York 11514 (c) Occupation: Attorney (d) Mr. Dollinger, during the last five years, has not been convicted in a criminal proceeding. (e) Mr. Dollinger, during the last five years, was not a party to a civil proceeding of a judicial or administrative body of competent jurisdiction which as a result of such proceeding was 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) Citizenship: U.S.A. 2. (a) Name: Floyd G. Grossman, Trustee (b) Business Address: One Old Country Road Carle Place, New York 11514 (c) Occupation: Attorney (d) Mr. Grossman, during the last five years, has not been convicted in a criminal proceeding. 4 (e) Mr. Grossman, during the last five years, was not a party to a civil proceeding of a judicial or administrative body of competent jurisdiction which as a result of such proceeding was 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) Citizenship: U.S.A. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION On June 7, 2000, Mr. Gladstone made a loan in the amount of $1,100,000 with his personal funds pursuant to the terms of a loan agreement (the "Loan"). The 296,000 shares of Common Stock of the Company were pledged and held in the Trust as security for the repayment of the Loan (the "Pledged Shares"). On or about June 1, 2001, the borrower under the Loan defaulted on the Loan, and the Trust took ownership of the Pledged Shares. ITEM 4. PURPOSE OF THE TRANSACTION The Trust acquired the Pledged Shares as a result of the borrower's default under the terms of the Loan (see Item 3). ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (a) 296,000 shares or 22.4% of the outstanding Common Stock. (b) Shared power to vote or to direct the vote and sole power to dispose or to direct the disposition of the 296,000 shares of Common Stock held by the Reporting Person. (c) On or about June 1, 2001, the Reporting Person received 296,000 shares of Common Stock of the Company as a result of the borrower's default under the terms of the loan (see Item 3). (d) No other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of such securities. (e) Not applicable. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER None. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS None. 2 5 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement on Schedule 13D is true, complete and correct as of the date hereof. Dated: June 1, 2001 /S/ MATTHEW DOLLINGER --------------------------- Matthew Dollinger, Trustee /S/ FLOYD G. GROSSMAN --------------------------- Floyd G. Grossman, Trustee 3 -----END PRIVACY-ENHANCED MESSAGE-----