(Page 1 of 5 Pages)
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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)
SHOPNET.COM, INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
82508N 10 4
(CUSIP Number)
HAROLD RASHBAUM, 14 EAST 60TH STREET, NEW YORK, NEW YORK 10022
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
DECEMBER 31, 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 o.
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)
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CUSIP NO. 82508N 10 4 PAGE 2 OF 5 PAGES
1 NAMES OF REPORTING PERSONS American Telecom Corp.
IRS IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY): n/a
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b)
3 SEC USE ONLY
4 SOURCE OF FUNDS WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) or 2(e) []
6 CITIZENSHIP OR PLACE OF ORGANIZATION New York
NUMBER OF SHARES 7 SOLE VOTING POWER 675,900 (12.6%)
BENEFICIALLY
OWNED BY EACH 8 SHARED VOTING POWER 0
REPORTING
PERSON WITH 9 SOLE DISPOSITIVE POWER 675,900 (12.6%)
10 SHARED DISPOSITIVE POWER 0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
675,900
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.6%
14 TYPE OF REPORTING PERSON* CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
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ITEM 1. SECURITY AND ISSUER.
Common Stock
SHOPNET.COM, INC., 14 EAST 60TH Street, Suite 402, New York,
New York 10022
ITEM 2. IDENTITY AND BACKGROUND.
American Telecom Corp. (hereinafter "ATC")
Address of Principal Business: P.O. Box 47, Roadtown,
Tortola BVI
State of Incorporation: New York
2(D): n/a
2(E): ATC has at no time been a party to a civil proceeding
and, as a result, been subject to a judgment or court order
(a) prohibiting future violations of federal or state
securities laws or (b) ordering certain activities subject to
federal or state securities laws or (c) finding any violation
of federal or state securities laws.
None of the executive officers or directors of ATC has been a
party to a civil proceeding and, as a result, been subject to
a judgment or court order (a) prohibiting future violations of
federal or state securities laws or (b) ordering certain
activities subject to federal or state securities laws or (c)
finding any violation of federal or state securities laws,
except as set forth below:
As described in the Securities and Exchange Commission's (the
"Commission") Litigation Release No. 15739, on May 14, 1998,
the Commission filed a complaint designated Securities and
Exchange Commission v. Paul J. Montle, LS Capital Corporation,
Paul V. Culotta, Carol C. Martino, CMA Noel, Ltd., Mario J.
Iacoviello, Ilan Arbel, and Europe American Capital
Corporation, 98-Civ-3446 (MP) (S.D.N.Y) in the United States
District Court for the Southern District of New York. The
complaint alleged fraud and other violations of the securities
laws concerning three public companies (Viral Testing Systems,
Inc. ("VTS"), LS Capital Corporation ("Lone Star"), and RMS
Titanic, Inc.). Specifically, the complaint alleged, inter
alia, that from February through June 1993, officers and
directors of Lone Star made a series of misstatements and
omissions in Lone Star's registration statement and in VTS'
and Lone Star's public filings regarding the ownership of Lone
Star at the time VTS spun off Lone Star by failing to disclose
sales of stock pursuant to Regulation S, including the sales
in January 1993 of 1 million shares to entities controlled by
Mr. Arbel (the president and secretary of ATC), and by falsely
representing that Lone Star was a wholly-owned subsidiary of
VTS prior to the spin-off. The complaint further alleged that
the shares Mr. Arbel purchased in January 1993, coupled with
shares he received at the time of the spin-off aggregated more
than 10% of Lone Star's outstanding stock in May 1993. The
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complaint alleged that Mr. Arbel never made the required
filings with the Commission regarding his share ownership. The
complaint also alleged that Lone Star first disclosed that it
had made sales pursuant to Regulation S in its Form 10-Q filed
on June 4, 1993 but falsely represented that all those sales
occurred after the spin-off. The complaint alleged that
between May and December 1993, Mr. Arbel sold approximately
1.4 million shares of Lone Star stock into the United States
market without that stock being registered or there being an
exemption from registration. Simultaneously with the filing of
the complaint, the Commission filed judgments on consent
against Mr. Arbel and Europe American Capital Corporation
("EACC"). Without admitting or denying the allegations of the
complaint, Mr. Arbel and EACC consented to (1) permanent
injunctions against violating Sections 5(a) and 5(c) of the
Securities Act and Sections 13(d) and 16(a) of the Exchange
Act and Rules 13d-1, 16a-2, and 16a-3 thereunder and (2) a
joint and several disgorgement obligation of $218,118 plus
prejudgment interest. Mr. Arbel also consented to pay a
penalty of $100,000 pursuant to Sections 20(d) of the
Securities Act and 21(d)(3) of the Exchange Act.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
ATC purchased 94,536 shares of Shopnet.com, Inc. common stock
in the public market in December 1999. ATC utilized working
capital to pay the purchase price of such shares.
ITEM 4. PURPOSE OF TRANSACTION.
ATC purchased the shares as an investment.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
ATC beneficially owns an aggregate 675,900 shares of
Shopnet.com, Inc. common stock, representing 12.6% of the
shares outstanding.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
N/A
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
N/A
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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.
JANUARY 14, 2000
Date
/S/ ILAN ARBEL
Signature
ILAN ARBEL, PRESIDENT
Name/Title
