UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. ___________)*
SUNTERRA CORPORATION
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(Name of Issuer)
COMMON STOCK , $.01 PAR VALUE PER SHARE
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(Title of Class of Securities)
86787D109
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(CUSIP Number)
Check the following box if a fee is being paid with this statement. (A fee is
not required only if the filing 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 the
disclosures provided in a prior cover page.
The information required in 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 1 of 4
<PAGE>
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CUSIP NO. 86787D109 13G PAGE ___ OF PAGES ___
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1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
ANDREW J. GESSOW
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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 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
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5 SOLE VOTING POWER
NUMBER OF 3,233,845
SHARES
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BENEFICIALLY 6 SHARED VOTING POWER 0
OWNED BY
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EACH 7 SOLE DISPOSITIVE POWER
REPORTING 3,233,845
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PERSON 8 SHARED DISPOSITIVE POWER 0
WITH
- ----------------------------- ------ -------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,233,845
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9. 9%
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12 TYPE OF REPORTING PERSON
IN
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Page 2 of 4 pages
<PAGE>
ITEM 1.
(a) Name of Issuer: SUNTERRA CORPORATION
(b) Address of Issuer's Principal Executive Offices:
1781 PARK CENTER DRIVE
ORLANDO, FLORIDA 32835
ITEM 2.
(a) Name of Person Filing: ANDREW J. GESSOW
(b) Address of Principal Business Office or, if none, Residence:
2934 WOODSIDE ROAD
WOODSIDE, CA 94062
(c) Citizenship:
USA
(d) Title of Class of Securities:
COMMON STOCK, $0.01 PAR VALUE
(e) CUSIP Number
86787D109
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b), OR 13d-2(b),
CHECK WHETHER THE PERSON FILING IS A:
(a) Broker or Dealer registered under Section 15 of the ACT
(b) Bank as defined in section 3(a)(6) of the Act
(c) Insurance Company as defined in section 3(a)(19) of the ACT
(d) Investment Company registered under section 8 of the Investment
Company ACT
(e) Investment Adviser registered under section 203 of the Investment
Advisers Act of 1940
(f) Employee Benefit Plan, Pension Fund which is subject to the
provisions of the EmploYEE Retirement Income Security Act of 1974 or
Endowment Fund; see ss. 240.13d-1(b)(1)(ii)(F)
(g) Parent Holding Company, in accordance with ss. 240.13d-1(b)(ii)(G)
(Note: See Item 7)
(h) Group, in accordance with ss. 240.13d-1(b)(1)(ii)(H)
ITEM 4. OWNERSHI
(a) Amount Beneficially Owned
3,233,845
(b) Percent of Class
9. 9%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote ......3, 233,845
(ii) shared power to vote or to direct the vote
(iii) sole power to dispose or to direct the disposition of .....
3,233,845
(iv) shared power to dispose or to direct the disposition of
Page 3 of 4 pages
<PAGE>
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
No other person is known to have the right to receive or the power to
direct the receipt of dividends from, or proceeds from the sale of, such
securities.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY
NOT APPLICABLE.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
NOT APPLICABLE.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
NOT APPLICABLE.
ITEM 10. CERTIFICATION
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the ordinary course of
business and were not acquired for the purpose of and do not have the effect of
changing or influencing the control of the issuer of such securities and were
not acquired in connection with or as a participant in any transaction having
such purpose or effect.
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.
February 11, 2000
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Date
/s/ ANDREW JODY GESSOW
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Signature
CHAIRMAN
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Page 4 of 4 pages
