SC 13G 1 v13236_sc13g.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) TASTY FRIES, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 87655200 ---------- (CUSIP Number) January 18, 2005 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: /___/ Rule 13d-1(b) /_X_/ Rule 13d-1(c) /___/ Rule 13d-1(d) *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. 87655200 -------------------------------------------------------------------------------- 1) Names of Reporting Persons. I.R.S. Identification Nos. of Above Persons (entities only) Alpha Capital Aktiengesellschaft -------------------------------------------------------------------------------- 2) Check the Appropriate Box if a Member of a Group (a) [ ] (See Instructions) (b) [ ] -------------------------------------------------------------------------------- 3) SEC Use Only -------------------------------------------------------------------------------- 4) Citizenship or Place of Organization Liechtenstein -------------------------------------------------------------------------------- Number of Shares 5) Sole Voting Power 4,900,000 Beneficially --------------------------------------------------- Owned by Each 6) Shared Voting Power None Reporting --------------------------------------------------- Person With 7) Sole Dispositive Power 4,900,000 --------------------------------------------------- 8) Shared Dispositive Power None -------------------------------------------------------------------------------- 9) Aggregate Amount Beneficially Owned by Each Reporting Person 4,900,000 -------------------------------------------------------------------------------- 10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] -------------------------------------------------------------------------------- 11) Percent of Class Represented by Amount in Item 9 3.92% -------------------------------------------------------------------------------- 12) Type of Reporting Person (See Instructions) CO -------------------------------------------------------------------------------- ITEM 1. (A) NAME OF ISSUER Tasty Fries, Inc. (B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICE 650 Sentry Parkway Blue Bell, PA 19422 ITEM 2. (A) NAME OF PERSONS FILING Alpha Capital Aktiengesellschaft (B) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR IF NONE, RESIDENCE Pradafant 7, Furstentums 9490, Vaduz, Liechtenstein (C) CITIZENSHIP Liechtenstein (D) TITLE OF CLASS OF SECURITIES Common stock, $.001 par value (E) CUSIP NUMBER 87655200 ITEM 3. Not applicable. ITEM 4. OWNERSHIP. Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. (a) Amount beneficially owned: 4,900,000 (b) Percent of class: 3.92% (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: 4,900,000 shares (ii) Shared power to vote or to direct the vote: 0 shares (iii) Sole power to dispose or to direct the disposition of: 4,900,000 shares (iv) Shared power to dispose or to direct the disposition of: 0 shares ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following /_X_/. ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON Not applicable. ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY Not applicable. ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP Not applicable. ITEM 9. NOTICE OF DISSOLUTION OF GROUP Not applicable. ITEM 10. CERTIFICATION. By signing below we certify that, to the best of our knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. Dated: February 10, 2005 By: /s/ Konrad Ackerman ------------------------- Name: Konrad Ackerman Title: Director