PARADIGM ADVANCED TECHNOLOGIES INC
SC 13D, 1998-08-26
DETECTIVE, GUARD & ARMORED CAR SERVICES
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                    SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C. 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

                      Paradigm Advanced Technologies, Inc.
- ---------------------------------------------------------------------------
                                (Name of Issuer)

                   Common Stock, Par Value $.0001 Per Share
- ---------------------------------------------------------------------------
                         (Title of Class of Securities)

                                    699004107
                   -----------------------------------
                                 (CUSIP Number)

                             C-SAW Investments Ltd.
                           80 Broad Street, 26th Floor
                            New York, New York 10004
                          Attention: Mr. George Guttman
                                 (212) 293-9034

- ---------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
                                  Communications)

                                  July 15, 1998
                --------------------------------------------
              (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 6


- --------
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 lass 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).

<PAGE>



CUSIP No.  699004107                13D                   Page 2 of 6
Pages

- ---------------------------------------------------------------------------
1   NAME OF REPORTING PERSON
    S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

    C-Saw Investments Ltd.
- ---------------------------------------------------------------------------
- ---------------------------------------------------------------------------
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
           (a) |_|
           (b) |X|
- ---------------------------------------------------------------------------
- ---------------------------------------------------------------------------
3   SEC USE ONLY
- ---------------------------------------------------------------------------
- ---------------------------------------------------------------------------
4   SOURCE OF FUNDS*

    WC
- ---------------------------------------------------------------------------
- ---------------------------------------------------------------------------
5   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM
    2(d) or 2(e)    |X|
- ---------------------------------------------------------------------------
- ---------------------------------------------------------------------------
6   CITIZENSHIP OR PLACE OF ORGANIZATION

    Canada
- ---------------------------------------------------------------------------
             --------------------------------------------------------------
             7   SOLE VOTING POWER

 NUMBER OF       4,400,000

             --------------------------------------------------------------
             --------------------------------------------------------------
   SHARES    8   SHARED VOTING POWER
BENEFICIALLY
  OWNED BY       N/A
             --------------------------------------------------------------
             --------------------------------------------------------------
    EACH     9   SOLE DISPOSITIVE POWER
 REPORTING
   PERSON        4,400,000
             --------------------------------------------------------------
             --------------------------------------------------------------
    WITH     10  SHARED DISPOSITIVE POWER

                 N/A
             --------------------------------------------------------------
- ---------------------------------------------------------------------------
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     4,400,000
- ---------------------------------------------------------------------------
- ---------------------------------------------------------------------------
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
     SHARES*

                                                                   |-|
- ---------------------------------------------------------------------------
- ---------------------------------------------------------------------------
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

     14.8%
- ---------------------------------------------------------------------------
- ---------------------------------------------------------------------------
14   TYPE OF REPORTING PERSON

     CO
- ---------------------------------------------------------------------------
                   *SEE INSTRUCTIONS BEFORE FILLING OUT


<PAGE>



Item 1.    Security and Issuer.

      This  Statement  relates to the common  stock,  par value $.0001 per share
(the "Common Stock"),  of Paradigm Advanced  Technologies,  Inc. (the "Issuer").
The  address of the  principal  executive  offices of the Issuer is 270  Drumlin
Circle, Concord, Ontario, Canada L4K 3E2.


Item 2.    Identity and Background.

      The person filing this Statement is C-Saw Investments Ltd. (the "Reporting
Person").  The  Reporting  Person is a corporation  organized  under the laws of
Canada.  The  principal  business  of the  Reporting  Person is  investment  and
financial consulting. The address of the principal business and principal office
of the  Reporting  Person is 120  Adelaide  Street  West,  Suite 1214,  Toronto,
Ontario M5H 3P5,  Canada.  During the last five years,  the Reporting Person has
not been convicted in a criminal  proceeding  (excluding  traffic violations and
similar misdemeanors).  During the last five years, the Reporting Person has not
been a party to a civil  proceeding  of a  judicial  or  administrative  body of
competent jurisdiction and as a result of such proceeding has been 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.

     Mr. George Guttman is the President and a Director of the Reporting  Person
and owns 50% of the Reporting  Person.  Mr.  Guttman's  business  address is 120
Adelaide Street West, Suite 1214, Toronto,  Ontario M5H 3P5, Canada. Mr. Guttman
is a United States citizen.  Mr. Guttman's present principal  occupation is Vice
President of the Reporting  Person.  In September  1996,  when Mr. Guttman was a
registered  representative  of an NASD  member  firm,  certain of his  customers
alleged that he engaged in  unauthorized  transactions  in their  accounts.  Mr.
Guttman  denied  such  allegations.   In  December  1997,  for  the  purpose  of
settlement,  Mr.  Guttman  submitted  to  NASD  Regulation,  Inc.  a  Letter  of
Acceptance,  Waiver and Consent (the "LAWC").  In the LAWC, Mr. Guttman accepted
and  consented,  without  admitting  or denying the alleged  violations,  (i) to
certain findings by NASD Regulation, Inc, (ii) to a fine and (iii) to a 12-month
bar from  associating  with any NASD member firm,  with the right to reapply and
requalify for association after such time.

     Mr.  J.P.  Solmes is the Vice  President  and a Director  of the  Reporting
Person and owns 50% of the Reporting Person. Mr. Solmes' business address is 120
Adelaide Street West, Suite 1214, Toronto,  Ontario M5H 3P5, Canada. Mr. Solmes'
present  principal  occupation is not as Vice President of the Reporting  Person
but as an investor for certain other companies not affiliated with the Reporting
Person.  During the last five  years,  Mr.  Solmes has not been  convicted  in a
criminal proceeding  (excluding traffic violations and similar misdemeanors) and
has not been a party to a civil proceeding of a judicial or administrative  body
of  competent  jurisdiction  nor as a result of such  proceeding  has been 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.  Ms.  Solmes is a Canadian
citizen.

                                  Page 3 of 6
<PAGE>

Item 3.    Source and Amount of Funds or Other Consideration.

      The  source of funds  used in making the  purchases  described  herein was
internal  funds  of the  Reporting  Person  constituting  working  capital.  The
aggregate  amount of the purchase price was two million one hundred  thirty-four
thousand seven hundred Dollars ($2,134,700).


Item 4.    Purpose of the Transaction.

      The  acquisition  of the  Common  Stock  of the  Issuer  was  made  by the
Reporting  Person for investment  purposes  only. The Reporting  Person does not
have  any  plans or  proposals  which  relate  to or would  relate  to:  (a) the
acquisition  by any  person  of  additional  securities  of the  issuer,  or the
disposition  of  securities  of  the  issuer;  (b)  an  extraordinary  corporate
transaction,  such as a merger,  reorganization  or  liquidation,  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; (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,  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 13 of
the Investment Company Act of 1940; (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 Act; or (j) any action similar to any of those enumerated above.


Item 5.    Interest in Securities of the Issuer.

      (a) The Reporting Person holds beneficial ownership of 4,520,000 shares of
Common Stock,  constituting  approximately  14.8% of the issued and  outstanding
shares of Common Stock.  The number of issued and  outstanding  shares of Common
Stock upon which the  foregoing  percentages  were based is was  supplied by the
Issuer as of the date hereof.

      (b) The Reporting Person has the sole power to vote or to direct the vote,
and the sole power to dispose or direct the disposition, of all of the shares of
Common Stock beneficially owned by it.

      (c) Within the past sixty days, the following  transactions  in the Common
Stock were effected by the Reporting Person:

           (i) On June 9, 1998, the Reporting Person purchased  1,250,000 shares
      of Common Stock in a private placement at a price per share of $.50.


                                  Page 4 of 6
<PAGE>

           (ii) On July 14, 1998, the Reporting  Person  purchased 25,000 shares
      of Common Stock in the open market at a price per share of $.065.

           (iii) On July 15, 1998,  the  Reporting  Person  purchased  3,000,000
      shares of  Common  Stock in a  private  placement  at a price per share of
      $.50.

           (iv) On July 15, 1998, the Reporting  Person  purchased 20,000 shares
      of Common Stock in the open market at a price per share of $.0625.

           (v) On July 22, 1998, the Reporting Person purchased 50,000 shares of
      Common Stock in the open market at a price per share of $.065.

      (d) Neither the  Reporting  Person,  nor to the knowledge of the Reporting
Person any other  person,  has  knowledge of any person other than the Reporting
Person  having  the  right to  receive  or the power to direct  the  receipt  of
dividends from, or the proceeds from the sale of, Common Stock.

      (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.


                                  Page 5 of 6
<PAGE>


                               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: August 21 1998


                             C-SAW INVESTMENTS LTD.



                               By:_/s/ George Guttman___________
                                 George Guttman
                                    President






                                  Page 6 of 6



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