COLMENA CORP
SC 13D/A, 1999-04-20
SPORTING & ATHLETIC GOODS, NEC
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                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                 SCHEDULE 13D/a

                   Under the Securities Exchange Act of 1934
                                (Amendment No. )*

                                  Colmena Corp.
                                (Name of Issuer)

                                  Common Stock
                         (Title of Class of Securities)

                                   195196100
                                 (CUSIP Number)

 Richard C. Peplin, Jr. 25100 Detroit Road; Westlake, Ohio 44145; 440-871-5000
  (Name, Address and Telephone Number of Person Authorized to Receive Notices
                               and Communications)

                                 April 14, 1999
            (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-l(b)(3) or (4), check the following box [ ].

Check the following box if a fee is being paid with the statement [ ]. (A fee is
not required only if the reporting person:  (1) has a previous statement on file
reporting  beneficial  ownership  of more  than  five  percent  of the  class of
securities  described  in Item 1;  and (2) has  filed  no  amendment  subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)

*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).

                                       1
<PAGE>

SCHEDULE 13D/A

CUSIP No.   195196100

NAME OF REPORTING PERSON Yankee Companies, Inc.
S.S. OR l.R.S. IDENTIFICATION NO. OF ABOVE PERSON    59-3532520

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)

SEC USE ONLY

SOURCE OF FUNDS    PF

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

CITIZENSHIP OR PLACE OF ORGANIZATION   Florida

NUMBER OF  SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSON WITH:

SOLE VOTING POWER     4,000,000

SHARED VOTING POWER

SOLE DISPOSITIVE POWER

SHARED DISPOSITIVE POWER

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,000,000 CHECK BOX
IF THE  AGGREGATE  AMOUNT IN ROW (11)  EXCLUDES  CERTAIN  SHARES Not  Applicable
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 34% TYPE OF REPORTING PERSON*
CO


                                       2
<PAGE>

Item 1. Security and Issuer

State the title of the class of equity securities to which this statement 
relates and the name and address of the principal executive offices of the 
issuer of such securities.
Common Stock        Colmena Corp; 25100 Detroit Road; Westlake, Ohio 44145

Item 2 Identity and Background

If the person filing this statement or any person enumerated in Instruction C of
this  statement is a  corporation,  general  partnership,  limited  partnership,
syndicate or other group of persons, state its name, the state or other place of
its organization, its principal business, the address of its principal business,
the address of its principal office and the information  required by (d) and (e)
of this Item.  If the person filing this  statement or any person  enumerated in
Instruction  C is a natural  person,  provide the  information  specified in (a)
through (f) of this Item with respect to such person(s).

(a) Name;   Yankee Companies, Inc.

(b) Residence or business address; 902 Clint Moore Road, Suite 136; Boca 
Raton, Florida 33487

(c) Present principal  occupation or employment and the name, principal business
and address of any corporation or other organization in which such employment is
conducted;  Company engaged in provision of diversified  services  consulting to
other corporations

(d) Whether or not,  during the last five years,  such person has been convicted
in a criminal proceeding  (excluding traffic violations or similar misdemeanors)
and, if so, give the dates,  nature of  conviction,  name and location of court,
and penalty imposed, or other disposition of the case; Not Applicable

(e)  Whether or not,  during the last five  years,  such person was 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;  and, if so,  identify and describe such  proceedings
and  summarize  the  terms of such  judgment,  decree  or final  order;  and Not
Applicable

(f) Citizenship     Florida

Item 3. Source And Amount of Funds or Other Consideration

State the source and the  amount of funds or other  consideration  used or to be
used in making the  purchases,  and if any part of the purchase price is or will
be represented by funds or other  consideration  borrowed or otherwise  obtained
for the  purpose of  acquiring,  holding,  trading or voting the  securities,  a
description  of the  transaction  and the names of the  parties  thereto.  Where
material,  such  information  should  also be  provided  with  respect  to prior
acquisitions not previously reported pursuant to this regulation.  If the source
of all or any  part of the  funds  is a loan  made  in the  ordinary  course  of
business by a bank,  as defined in Section  3(a)(6) of the Act,  the name of the
bank  shall not be made  available  to the  public if the  person at the time of
filing the statement so requests in writing and files such request,  naming such
bank,  with the Secretary of the  Commission.  If the  securities  were acquired
other than by purchase, describe the method of acquisition. Funds borrowed from:
Loan from Jerrold Tucker , President's  Father Funds borrowed from stockholders:
Calvo Family Spendthrift Trust, Vice President's Family Trust

                                       3
<PAGE>

Item 4. Purpose of Transaction

State the purpose or purposes of the  acquisition  of  securities of the issuer.
Describe  any plans or  proposals  which the  reporting  persons  may have which
relate to or would result in:

(a) The acquisition by any person of additional securities of the issuer, or the
disposition  of  securities  of the  issuer;  Possible  exercise  of warrants to
purchase an additional 4,000,000 shares

(b) An extraordinary corporate transaction,  such as a merger, reorganization or
liquidation,  involving  the  issuer  or  any  of its  subsidiaries;  except  as
disclosed in reports on Form 8-KSB filed for the issuer on January 29, 1999.

(c) A sale or  transfer  of a material  amount of assets of the issuer or any of
its  subsidiaries;  Except as  disclosed  in reports on Form 8-KSB filed for the
issuer on January 29, 1999.

(d) Any change in the present  board of directors or  management  of the issuer,
including any plans or proposals to change the number of term of directors or to
fill any existing vacancies on the board; None

(e) Any material change in the present  capitalization or dividend policy of the
issuer; Not Applicable

(f) 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 1: of the Investment  Company Act
of 1940; At the request of existing  management the Yankee Companies was engaged
to assist in  reorganizing  the  company in order to  minimize  the  detrimental
impact of a major default by a debtor as described in report of special event on
Form 8-KSB filed on January 29,1999.

(g) Changes in the issuer's charter, bylaws or instruments corresponding thereto
or other  actions which may impede the  acquisition  of control of the issuer by
any person; Not Applicable

(h) 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; Not Applicable
(i) A class of equity securities of the issuer becoming eligible for termination
of registration pursuant to Section l(g)(4) of the Act; or Not Applicable

(j) Any action similar to any of those enumerated above.   Not Applicable

                                       4
<PAGE>

Item 5. Interest in Securities of the Issuer

(a)  State the  aggregate  number  and  percentage  of the  class of  securities
identified  pursuant  to Item I (which may be based on the number of  securities
outstanding  as  contained  in the  most  recently  available  filing  with  the
Commission  by the issuer  unless the filing  person has reason to believe  such
information is not current)  beneficially  owned (identifying those shares which
there is a right to acquire) by each person named in Item 2. The above mentioned
information  should also be furnished with respect to persons who, together with
any of the  persons  named in Item 2,  comprise a group  within  the  meaning of
Section 13(d)(3) of the Act; 4,000,000 34%

(b) For each person named in response to paragraph  (a),  indicate the number of
shares as to which  there is sole  power to vote or to direct  the vote,  shared
power to vote or to direct  the vote,  sole  power to  dispose  or to direct the
disposition, or shared power to dispose or to direct the disposition Provide the
applicable  information required by Item 2 with respect to each person with whom
the power to vote or to direct the vote or to dispose or direct the  disposition
is shared; sole voting power 4,000,000

(c) Describe any  transactions in the class of securities  reported on that were
effected during the past sixty days or since the most recent filling on Schedule
13D (240.  13d-191),  whichever  is less,  by the  persons  named in response to
paragraph  (a) None other than as  disclosed  in this filing or in the  original
filing on this form, dated February 12, 1999.

Instruction.  The  description  of a  transaction  required  by Item 5(c)  shall
include,  but not  necessarily  be limited  to: (1) the  identity  of the person
covered  by  Item  5(c)  who  effected  the  transaction;  (2)  the  date of the
transaction;  (3) the amount of securities involved;  (4) the price per share or
unit; and (5) where and how the transaction was effected.

(d) If any 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.  a statement  to that effect  should be included in response to this
item and, if such interest relates to more than five percent of the class,  such
person  should be  identified.  A listing of the  shareholders  of an investment
company registered under the Investment Company Act of 1940 or the beneficiaries
of an employee benefit plan, pension fund or endowment fund is not required. Not
Applicable

(e) If applicable state the date on which the reporting person ceased to be 
the beneficial owner of more than five percent of the class of securities.     
Not Applicable

Instruction. For computations regarding securities which represent a right to 
acquire an underlying security, see Rule 13d-3 ( d ) (1)and the note thereto. 


                                       5
<PAGE>

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect 
to Securities of the Issuer.

Describe any contracts, arrangements,  understandings or relationships (legal or
otherwise)  among the persons  named in Item 2 and between  such persons and any
person with respect to any  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,  put or calls,  guarantees of profits,  division of
profits or loss,  or the giving or  withholding  of proxies,  naming the persons
with whom such contracts,  arrangements,  understandings  or relationships  have
been entered into.  Include such  information for any of the securities that are
pledged or otherwise subject to a contingency the occurrence of which would give
another person voting power or investment power over such securities except that
disclosure  of  standard  default  and  similar  provisions  contained  in  loan
agreements need not be included. None other than as incorporated by reference to
the current report on Form 8-KSB filed on January 29, 1999.

Item 7. Material to Be Filed as Exhibits

The following shall be filed as exhibits copies of written  agreements  relating
to the filing of joint  acquisition  statements  as  required  by Rule  131-l(f)
(5940.13d-l(f) and copies of all written  agreements,  contracts,  arrangements,
understandings,  plans or  proposals  relating to (1) the  borrowing of funds to
finance the  acquisition  as disclosed in Item 3; (2) the  acquisition of issuer
control, liquidation, sale of assets, merger, or change in business or corporate
structure  or any other  mailer as  disclosed in Item 4; and (3) the transfer or
voting of the securities,  finder's fees, joint ventures,  options, puts, calls,
guarantees  of loans,  guarantees  against  loss or of profit,  or the giving or
withholding of any proxy as disclosed in Item 6. None other than as incorporated
by reference to the current report on Form 8-KSB filed on January 29, 1999.

Signature

After  reasonable  inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.

Date:    April 16, 1999

Signature:     /s/ Leonard Miles Tucker

Name/Title    Leonard Miles Tucker, President

The  original  statement  shall be signed by each  person  on whose  behalf  the
statement is filed or his authorized representative.  If the statement is signed
on behalf of a person by his authorized  representative (other than an executive
officer  or  genera]   partner  of  this   filing   person),   evidence  of  the
representative's  authority to sign on behalf of such person shall be filed with
the  statement,  provided,  however,  that a power of attorney  for this purpose
which is already on file with the Commission may be  incorporated  by reference.
The name and any title of each person who signs the statement  shall be typed or
printed beneath his signature.

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

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