SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13D/A
(Rule 13d-101)
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
Target Logistics, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
876123 10 0
(CUSIP Number)
Hillel Tendler, Esquire, Gordon, Feinblatt, Rothman, Hoffberger & Hollander, LLC
233 E. Redwood Street, Baltimore, Maryland 21202, (410) 576-4067
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
June 7, 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-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(b) for other parties to whom copies are to be sent.
(Continued on following pages)
(Page 1 of 5 Pages)
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<TABLE>
<CAPTION>
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CUSIP No. 876123 10 0 13D Page 2 of 5 Pages
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<S> <C>
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Christopher A. Coppersmith ###-##-####
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |_|
(b) |_|
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
OO
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEM 2(d) OR 2(e)
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
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7 SOLE VOTING POWER
NUMBER 1,770,130
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
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8 SHARED VOTING POWER
0
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9 SOLE DISPOSITIVE POWER
1,770,130
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10 SHARED DISPOSITIVE POWER
0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,770,130
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
18.9%
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14 TYPE OF REPORTING PERSON*
IN
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</TABLE>
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SCHEDULE 13D
Item 1. Security and Issuer.
This statement relates to shares of common stock, par value
$.01 per share (the "Shares"), of Target Logistics, Inc. (the "Issuer"), 112
East 25th Street, Baltimore, Maryland 21218.
Item 2. Identity and Background.
(a) The name of the Reporting Person is Christopher A.
Coppersmith (the "Reporting Person").
(b) The Reporting Person's residence address is 535 Esplanade
#302, Redondo Beach, California 90277.
(c) The Reporting Person is President of Target Logistic
Services, Inc., a wholly-owned subsidiary of the Issuer ("Services") and a
director of the Issuer.
(d) No.
(e) No.
(f) The Reporting Person is a citizen of the United States of
America.
Item 3. Source and Amount of Funds or Other Consideration.
The Reporting Person acquired 810,000 of the Shares covered by
this statement in the merger (the "Merger") of Target Air Freight, Inc., a
California corporation owned 90% by the Reporting Person, with and into Services
on May 8, 1997. The Reporting Person acquired 960,130 of the Shares covered by
this statement on June 7, 1999 as a result of a post-Merger adjustment to the
Merger consideration.
Item 4. Purpose of Transaction.
As reported in Item 3, the Shares reported on herein were
acquired by the Reporting Person as a result of the Merger.
The Reporting Person has no current plans or proposals which
relate to or would result in any of the following:
(a) The acquisition by any person of additional securities of
the Issuer,or the disposition of securities of the Issuer;
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(b) An extraordinary corporate transaction involving the Issuer
or any of its subsidiaries;
(c) A sale or transfer of a material amount of assets of the
Issuer or any of its subsidiaries;
(d) Any change in the present board of directors or management
of the Issuer, including any plans or proposals to change
the number or term of directors or to fill any existing
vacancies on the board of directors;
(e) Any material change in the present capitalization or
dividend policy of the Issuer;
(f) Any other material change in the Issuer's business or
corporate structure;
(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;
(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;
(i) A class of equity securities of the issuer becoming eligible
for termination of registration pursuant to Section 12(g)(4)
of the Securities Exchange Act of 1934; or
(j) Any action similar to any of those enumerated above.
Notwithstanding the foregoing, the Reporting Person may from
time to time acquire beneficial ownership of additional Shares or dispose of any
Shares beneficially owned by him, including pursuant to any stock option or
similar plan of the Issuer in which the Reporting Person is eligible to
participate. In addition, as a member of the Board of Directors of the Issuer,
the Reporting Person will participate from time to time, in the consideration of
possible actions or transactions involving the Issuer, some of which may, in
whole or in part, relate to or result in one or more of the actions enumerated
above.
Item 5. Interest in Securities of the Issuer.
(a) The Reporting Person is the beneficial owner of 1,770,130
Shares, representing 18.9% of the class of securities covered by this statement.
(b) The Reporting Person has sole voting and dispositive power
with respect to all Shares he beneficially owns.
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(c) Except as reported in Item 3, none.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to
Securities of the Issuer
Not applicable.
Item 7. Material to be Filed as Exhibits.
Agreement of Merger, dated as of April 17, 1997, by and
between the Issuer, Target International Services, Inc. (name
subsequently changed to Target Logistic Services, Inc.),
Target Air Freight, Inc., and Christopher A. Coppersmith
(incorporated by reference to Exhibit 4.4 to the Issuer's
Registration Statement on Form S-3, Registration No.
333-30351)
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: June 21, 1999
/s/ Christopher A. Coppersmith
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Christopher A. Coppersmith
C69131A.198
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