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OMB APPROVAL
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OMB Number 3235-0145
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 5)*
VENDINGDATA CORPORATION
________________________________________________________________________________
(Name of Issuer)
Common Stock $.001 par value
________________________________________________________________________________
(Title of Class of Securities)
92261Q 10 3
________________________________________________________________________________
(CUSIP Number)
Stacie L. Brown, 6830 Spencer Street, Las Vegas, Nevada 89119
________________________________________________________________________________
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
October 9, 2000
________________________________________________________________________________
(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 ss. 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 ss. 240.13d-7(b) 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 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).
POTENTIAL PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF INFORMATION CONTAINED
IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS THE FORM DISPLAYS A CURRENTLY
VALID OMB CONTROL NUMBER.
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SCHEDULE 13D
CUSIP No. 92261Q 10 3 PAGE 2 OF 6 PAGES
________________________________________________________________________________
1. Name of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
James E. Crabbe
James E. Crabbe Revocable Trust
________________________________________________________________________________
2. Check the Appropriate Box If a Member of a Group (See Instructions)
(a) [_]
(b) [_]
________________________________________________________________________________
3. SEC Use Only
________________________________________________________________________________
4. Source of Funds (See Instructions)
Not applicable
________________________________________________________________________________
5. Check If Disclosure of Legal Proceedings Is Required Pursuant to
Items 2(d) or 2(e) [_]
________________________________________________________________________________
6. Citizenship or Place of Organization
United States
________________________________________________________________________________
7. Sole Voting Power
NUMBER OF 7,389,909 shares
SHARES _________________________________________________________________
BENEFICIALLY 8. Shared Voting Power
OWNED BY 0,000,000 shares
EACH _________________________________________________________________
REPORTING 9. Sole Dispositive Power
PERSON 4,425,792 shares
WITH _________________________________________________________________
10. Shared Dispositive Power
0,000,000 shares
________________________________________________________________________________
11. Aggregate Amount Beneficially Owned by Each Reporting Person
7,398,909
________________________________________________________________________________
12. Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) [_]
________________________________________________________________________________
13. Percent of Class Represented by Amount in Row (11)
68.16%
________________________________________________________________________________
14. Type of Reporting Person (See Instructions)
IN; OO
________________________________________________________________________________
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SCHEDULE 13D
CUSIP No. 92261Q 10 3 PAGE 3 OF 6 PAGES
This Amendment No. 5 amends the Schedule 13D dated June 7, 1999,
("Schedule 13D"), the Amendment No. 1 dated August 25, 1999, (the "First
Amendment"), the Amendment No. 2 dated May 30, 2000, (the "Second Amendment"),
the Amendment No. 3 dated July 14, 2000, (the "Third Amendment") and the
Amendment No. 4 dated September 29, 2000, ( the "Fourth Amendment") of James E.
Crabbe and the James E. Crabbe Revocable Trust with respect to the common stock,
$.001 par value, ("Common Stock") of VendingData Corporation, a Nevada
corporation ("Issuer"). Except as specifically provided herein, this Amendment
No. 5 does not modify any of the information previously reported on the Schedule
13D or the First, Second, Third or Fourth Amendments.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Not Applicable.
ITEM 4. PURPOSE OF TRANSACTION.
The filing of this Amendment No.5 to Schedule 13D is a result of the
transfer of voting power for the 97,116 shares of Common Stock beneficially
owned by Yvonne M. Huson, as Trustee of the Richard S. Huson GST Exempt Trust
U/T/A dated 9/4/98, (the "GST Exempt Trust"), and the 33,013 shares of Common
Stock beneficially owned by Yvonne M. Huson, as Trustee of the Richard S. Huson
Marital Trust U/T/A dated 9/4/98, (the "Marital Trust") to Mr. Crabbe. The
transfer of voting power was effected through a Durable Power of Attorney
executed by Ms. Huson and Mr. Crabbe which became effective on October 9, 2000.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
JAMES E. CRABBE PRESENTLY OWNED PERCENTAGE(3)
--------------- --------------- -------------
Sole Voting Power 7,398,909(1) 68.16 %
Shared Voting Power 0,000,000 0 %
Sole Dispositive Power 4,425,792(2) 40.77 %
Shared Dispositive Power 0,000,000 0 %
Total Beneficial Power 7,398,909(1) 68.16 %
----------------
(1) This amount represents 3,138,570 shares of Common Stock owned by the James
E. Crabbe Revocable Trust, 2,842,988 shares of Common Stock, the voting
power of which Yvonne M. Huson transferred to James E. Crabbe pursuant to
the Durable Power of Attorney dated November 12, 1999, 130,129 shares of
Common Stock, the voting power of which Yvonne M. Huson transferred to
James E. Crabbe pursuant to the Durable Power of Attorney dated October 9,
2000, 459,300 shares of Common Stock issuable to the James E. Crabbe
Revocable Trust upon exercise of certain Warrants, 826,922 shares of Common
Stock issuable to the James E. Crabbe Revocable Trust upon conversion of
9.5% Convertible Notes, and 1,000 shares of Common Stock issuable to James
E. Crabbe upon exercise of certain options.
(2) This amount represents 3,138,570 shares of Common Stock owned by the James
E. Crabbe Revocable Trust, 459,300 shares of Common Stock issuable to the
James E. Crabbe Revocable Trust upon exercise of certain Warrants, 826,922
shares of Common Stock issuable to the James E. Crabbe Revocable Trust upon
conversion of 9.5% Convertible Notes, and 1,000 shares of Common Stock
issuable to James E. Crabbe upon exercise of certain options.
(3) These percentages reflect the percentage share ownership with respect to
10,854,801 shares, the number of shares of Common Stock outstanding as of
October 31, 2000.
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SCHEDULE 13D
CUSIP No. 92261Q 10 3 PAGE 3 OF 6 PAGES
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
The Durable Power of Attorney dated October 9, 2000, whereby Yvonne M.
Huson transferred to James E. Crabbe voting power of the shares of Common Stock
held in the name of the Huson Trusts, is attached hereto as Exhibit "A".
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.
Dated: November 7, 2000
/s/ Stacie L. Brown
--------------------
Stacie L. Brown, Attorney-In-Fact for
James E. Crabbe
JAMES E. CRABBE REVOCABLE TRUST
/s/ Stacie L. Brown
-------------------
Stacie L. Brown, Attorney-In-Fact for
James E. Crabbe, Trustee
Attention. Intentional misstatements or omissions of fact constitute federal
criminal violations (see 18 U.S.C. 1001).
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STATE OF OREGON
COUNTY OF DESCHUTES
DURABLE POWER OF ATTORNEY
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KNOW ALL MEN BY THESE PRESENTS:
That I, YVONNE M. HUSON, individually and as Trustee of the Richard S.
Huson Revocable Trust U/T/A dated 09/04/98, the Richard S. Huson GST Exempt
Trust U/T/A dated 9/4/98, and the Richard S. Huson Marital Trust U/T/A dated
9/4/98, (the "Trusts"), do hereby make, constitute, and appoint JAMES E. CRABBE
my true and lawful Attorney-in-Fact.
I. POWER AND AUTHORITIES.
I hereby delegate to my Attorney-in-Fact full power and
authority for me in my name, place, and stead to do and perform the
following act:
To vote in person or by granting of a proxy
with or without the power of substitution, all my
shares of VendingData Corporation common stock held
by me, individually, or in one or any number of the
Trusts.
This durable power of attorney shall not be affected by any
disability on my part. The power conferred on my Attorney-in-Fact by
this instrument shall be exercisable from October 9, 2000. All acts
done by my Attorney-in-Fact pursuant to the power conferred by this
Durable Power of Attorney during any period of my disability or
incompetency shall have the same effect and inure to the benefit of and
bind me or my heirs, devisees and personal representatives as if I were
competent and not disabled.
This is a written Durable Power of Attorney which shall be
nondelegable and which shall not be terminated by my incompetency or
adjudication, as an incapacitated adult, and it shall remain in full
force and effect.
I. RELEASE AND INDEMNIFICATION OF ATTORNEY-IN-FACT.
My Attorney-in-Fact shall have no liability to me or to any
other person for any action taken, or not taken, in good faith pursuant
to this Durable Power of Attorney. I hereby release my Attorney-in-Fact
from any and all liability hereunder and agree to indemnify him for any
and all liabilities, costs, and expenses, including reasonable
attorneys' fees, which may be incurred in good faith.
I. RELEASE AND INDEMNIFICATION OF THIRD PERSONS.
Upon receipt of this Document, no third person shall have any
duty to inquire into the authority of my Attorney-in-Fact to take any
action set forth in Section I of this Document. I hereby release and
agree to indemnify any and all persons for actions taken in compliance
with the directions of my Attorney-in-Fact or for honoring any document
executed by my Attorney-in-Fact or for any action taken in reliance
thereon.
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IN WITNESS WHEREOF, I have hereunto set my hand and affixed my seal,
this 9th day of October, 2000.
/s/ Yvonne M. Huson
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Yvonne M. Huson
Signed, sealed and delivered on the 9th day
of October 2000, in the presence of :
/s/ Tom Biesiadecki
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Unofficial Witness
Signed and sworn before me on October 9,
2000 by Yvonne M. Huson
(notary stamp)
/s/ Barbara D. Gutierrez
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Notary Public
For purposes of identification only, my
Attorney-in-Fact has signed and sealed this
Durable Power of Attorney.
/s/ James E. Crabbe (SEAL)
--------------------------------------------
James E. Crabbe
Signed, sealed and delivered on the 17th day
of October, 2000, in the presence of:
/s/ Tom Biesiadecki
--------------------------------------------
Unofficial Witness
Signed and sworn before me on the 17th day
of October, 2000, by James E. Crabbe
(notary stamp)
/s/ Barbara D. Gutierrez
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Notary Public
