-----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, ND+MXrT7buZdJrvpoITEJ9blYTEDwQPG62sgHTuJ7QEwP5hlMXIEM7oLy8Qxibx/ 7nVJmm74GYeKMZV7bHFzrQ== 0001019439-05-000024.txt : 20050615 0001019439-05-000024.hdr.sgml : 20050614 20050615124614 ACCESSION NUMBER: 0001019439-05-000024 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20050615 DATE AS OF CHANGE: 20050615 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: QSOUND LABS INC CENTRAL INDEX KEY: 0000840518 STANDARD INDUSTRIAL CLASSIFICATION: PATENT OWNERS & LESSORS [6794] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-40073 FILM NUMBER: 05896952 BUSINESS ADDRESS: STREET 1: 400-3115 12 STREET NE CITY: CALGARY STATE: A0 ZIP: T2E7J2 BUSINESS PHONE: 403 291 2492 MAIL ADDRESS: STREET 1: 400-3115 12 STREET NE CITY: CALGARY STATE: A0 ZIP: T2E7J2 FORMER COMPANY: FORMER CONFORMED NAME: ARCHER COMMUNICATIONS INC DATE OF NAME CHANGE: 19930706 FORMER COMPANY: FORMER CONFORMED NAME: ARCHER INTERNATIONAL DEVELOPMENTS LTD DATE OF NAME CHANGE: 19890510 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: KAYNE FRED CENTRAL INDEX KEY: 0000949806 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: FORTUNE FINANCIAL STREET 2: 1800 AVENUE OF THE STARS, SUITE 1112 CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 3105562721 MAIL ADDRESS: STREET 1: C/O FORTUNE FINANCIAL STREET 2: 1800 AVENUE OF THE STARS STE 310 CITY: LOS ANGELES STATE: CA ZIP: 90067 SC 13D 1 form13dkayne.txt SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) (Amendment No. __________ )(1) - ------------------------------------------------------------------------------ QSound Labs, Inc. (Name of Issuer) - ------------------------------------------------------------------------------ Common Stock (Title of Class of Securities) - ------------------------------------------------------------------------------ 74728C307 (CUSIP Number) - ------------------------------------------------------------------------------ Fred Kayne c/o Fortune Financial 1800 Avenue of the Stars, Suite 310 Los Angeles, CA 90067 (310) 551-0322 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) - ------------------------------------------------------------------------------- April 29,2005 (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 Rule 13d-1(e), 13d-1(f) or 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 Rule 13d-7 for other parties to whom copies are to be sent. (1) 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 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.74728C307 13D ______________________________________________________________________________ 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Fred Kayne ______________________________________________________________________________ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_] (b) [_] ______________________________________________________________________________ 3 SEC USE ONLY ______________________________________________________________________________ 4 SOURCE OF FUNDS* PF ______________________________________________________________________________ 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [_] ______________________________________________________________________________ 6 CITIZENSHIP OR PLACE OF ORGANIZATION USA ______________________________________________________________________________ 7 SOLE VOTING POWER 311,500 NUMBER OF SHARES _______________________________________________________________ 8 SHARED VOTING POWER BENEFICIALLY 200,000 OWNED BY _______________________________________________________________ EACH 9 SOLE DISPOSITIVE POWER 311,500 REPORTING PERSON _______________________________________________________________ 10 SHARED DISPOSITIVE POWER WITH 200,000 ______________________________________________________________________________ 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 511,500 ______________________________________________________________________________ 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [_] ______________________________________________________________________________ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.1% ______________________________________________________________________________ 14 TYPE OF REPORTING PERSON* IN ______________________________________________________________________________ CUSIP No. 74728C307 13D ______________________________________________________________________________ Item 1. Security and Issuer. This statement relates to the Common Stock (collectively, the "Shares"),of QSound Labs, Inc. (the "Issuer"). The principal executive offices of the Issuer are located at #400, 3115 12th Street N.E.,Calgary, Alberta, T2E 7J2, Canada ______________________________________________________________________________ Item 2. Identity and Background. (a) This statement is filed by Fred Kayne (b) The business address of Fred Kayne is: c/o Fortune Financial 1800 Avenue of the Stars, Suite 310 Los Angeles, CA 90067 (c) Fred Kayne is a private investor and sole director and president of FF Industries, Inc. and Fortune Twenty-Fifth, Inc. (d) Fred Kayne has not been, during the last five years, convicted in a criminal proceeding (excluding traffic violations and similiar misdemeanors). (e) Fred Kayne has not been, during the last five years, a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is 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) Fred Kayne is a citizen of the USA. ______________________________________________________________________________ Item 3. Source and Amount of Funds or Other Consideration. Fred Kayne used personal funds to purchase all Shares held by him personally through a broker. All shares beneficially owned by him through the Fred and Lenore Kayne Family Trust U/A/D 03/29/2004 (the "Trust") were acquired through a broker using trust funds. All shares beneficially owned by him through FF Industries, Inc. and Fortune Twenty-Fifth, Inc. were acquired through a broker using working capital. ______________________________________________________________________________ Item 4. Purpose of Transaction. (a) The purpose of Fred Kayne's acquisition of all Shares was for investment purposes. Other than than as described above, Fred Kayne does not have any current plans, and has not entered into any contracts, arrangments, understandings or relationships, which would relate to or would result in any of the matters described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. However, Fred Kayne retains his right to modify his plans with respect to the transactions described in this Item 4, to acquire or dispose of securities of the Issuer and to formulate plans and proposals which could result in the occurence of any such events, subject to applicable laws and regulations. (b) (c) (d) (e) (f) (g) (h) (i) (j) ________________________________________________________________________________ Item 5. Interest in Securities of the Issuer. (a) Fred Kayne benefically owns 511,500 Shares (6.1% of the outstanding Shares), including 38,500 Shares held directly (.5% of the outstanding Shares), 200,000 Shares (2.4% of the outstanding Shares) held by the Trust, 30,000 Shares (.4% of the outstanding Shares)held by Fortune Twenty-Fifth, Inc., a Nevada corporation, and 243,000 Shares (2.9% of the oustanding Shares) held by FF Industries, Inc., a Nevada corporation. (b) Fred Kayne has sole power to vote and to dispose of 311,500 Shares and shares the power to vote and dispose of the 200,000 Shares held by the Trust with his wife, Lenore Kayne, co-trustee of the Trust. (c) The following transactions in the Issuer's common stock beneficially owned by Fred Kayne were effected during the past sixty days: Transaction Type of Amount of Common Price Per Where/How Transactions Date Security Stock Acquired Common Share Effected - ----------- ------- ---------------- ------------ ---------------------- 04/25/2005 Common Stock 7,273 shares $3.78 FF Industries,Inc. purchased shares through a broker 04/29/05 Common Stock 5,300 shares $4.11 FF Industries,Inc. purchased shares through a broker 05/02/2005 Common Stock 7,900 shares $4.11 FF Industries,Inc. purchased shares through a broker 05/03/2005 Common Stock 21,000 shares $4.11 FF Industries,Inc. purchased shares through a broker 05/04/2005 Common Stock 27,300 shares $4.13 FF Industries,Inc. purchased shares through a broker 05/18/2005 Common Stock 4,000 shares $4.20 FF Industries,Inc. purchased shares through a broker 05/18/2005 Common Stock 10,000 shares $4.33 Fortune Twenty- Fifth, Inc. purchased shares through a broker 05/19/2005 Common Stock 20,227 shares $4.21 FF Industries,Inc. purchased shares through a broker
(d) Not Applicable. (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. ______________________________________________________________________________ CUSIP No. 74728C307 13D SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, certify that the information set forth in this statement is true, complete and correct. June 14, 2005 ----------------------------- (Date) /s/ Fred Kayne ----------------------------- (Signature) Fred Kayne ----------------------------- (Name) Attention. Intentional misstatements or omissions of fact constitute federal criminal violations (see 18 U.S.C. 1001). -----END PRIVACY-ENHANCED MESSAGE-----