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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. )*
Imperial Petroleum Recovery Corporation
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(Name of Issuer)
Common Stock, $.001 par value
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(Title of Class of Securities)
453079105
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(CUSIP Number)
Gerald J. Laporte, Esq.
Hogan & Hartson L.L.P., 555 Thirteenth Street, N.W., Washington, DC 20037
Telephone: (202) 637-6528
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
September 15, 1997
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(Date of Event that 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(b)(3) or (4), check the following
box. / /
Note: Six copies of this statement, including all exhibits,
should be filed with the Commission. See Rule 13d-1(a) 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 ("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).
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Page 2 of 6 Pages
CUSIP No. 453079105 SCHEDULE 13D
(1) Names and I.R.S. Identification Numbers of Reporting Person
Maya LLC
(2) Check the Appropriate Box if a Member of a Group (a) / /
(b) / /
(3) SEC Use Only
(4) Source of Funds
PF
(5) Check Box if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e) / /
(6) Citizenship or Place of Organization
Nevada
(7) Sole Voting Power
Number of 2,000,000
Shares
Beneficially (8) Shared Voting Power
Owned By 0
Each
Reporting (9) Sole Dispositive Power
Person 2,000,000
With
(10) Shared Dispositive Power
0
(11) Aggregate Amount Beneficially Owned by Each Reporting Person
2,000,000
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares / /
(13) Percent of Class Represented by Amount in Row (11)
Approximately 15.2% based upon 13,157,024 shares outstanding
as of September 9, 1997
(14) Type of Reporting Person
OO
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Page 3 of 6 Pages
CUSIP No. 453079105 SCHEDULE 13D
(1) Names and I.R.S. Identification Numbers of Reporting Person
Rex H. Lewis
(2) Check the Appropriate Box if a Member of a Group (a) / /
(b) / /
(3) SEC Use Only
(4) Source of Funds
PF
(5) Check Box if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e) / /
(6) Citizenship or Place of Organization
U.S.A.
(7) Sole Voting Power
Number of 2,000,000
Shares
Beneficially (8) Shared Voting Power
Owned By 0
Each
Reporting (9) Sole Dispositive Power
Person 2,000,000
With
(10) Shared Dispositive Power
0
(11) Aggregate Amount Beneficially Owned by Each Reporting Person
2,000,000
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares / /
(13) Percent of Class Represented by Amount in Row (11)
Approximately 15.2% based upon 13,157,024 shares outstanding
as of September 9, 1997
(14) Type of Reporting Person
IN
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Page 4 of 6 Pages
Item 1. Security and Issuer
This Schedule 13D relates to shares of the Common Stock, $.001 par
value, of Imperial Petroleum Recovery Corporation, Inc., a Nevada corporation
("Imperial" or the "Company"), the principal executive offices of which are
located at 15311 Vantage Parkway West, Houston, Texas 77032.
Item 2. Identity and Background
This Schedule 13D is filed on behalf of Maya LLC, a Nevada limited
liability company ("Maya"). Maya is a personal investment holding company. The
principal business and office address of Maya is 2325 Renaissance Drive, Suite
160, Las Vegas, Nevada 89119. Rex H. Lewis, whose business address is the same
as that of Maya, is the majority beneficial owner and managing member of Maya.
Mr. Lewis is an investor with interests in various businesses, including
homebuilding, equipment leasing and grocery retailing.
During the last five years, neither Mr. Lewis nor Maya has been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors), nor has either been a party to a civil proceeding of a judicial
or administrative body of competent jurisdiction, as a result of which he or it
was 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.
Item 3. Source and Amount of Funds or Other Consideration
Maya acquired beneficial ownership of the shares of Imperial that it
owns with personal funds.
Item 4. Purpose of Transaction
Maya acquired the shares to which this Schedule 13D relates for
investment purposes. Depending upon market conditions and other factors that
Maya may deem material to its investment decisions, Maya may acquire beneficial
ownership of additional securities of the Company by purchase in the open market
or in private transactions, or by other permissible means, if deemed advisable
at the time, and may dispose of all or a portion of the shares of the Company it
currently owns or may hereafter acquire.
Except as discussed above, Maya has no current plans or proposals
that relate to or would result in any of the following, although it reserves the
right to develop such plans or proposals in the future:
(a) The acquisition by any person of additional securities of the
Company, or the disposition of securities of the Company;
(b) An extraordinary corporate transaction, such as a merger,
reorganization, or liquidation, involving the Company or any of
its subsidiaries;
(c) A sale or transfer of a material amount of assets of the Company
or any of its subsidiaries;
(d) Any change in the present board of directors or management of the
Company, including any plans or proposals to change the number or
terms of directors or to fill any existing vacancies on the
board;
(e) Any material change in the present capital or dividend policy of
the Company;
(f) Any other material change in the Company's business or corporate
structure;
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Page 5 of 6 Pages
(g) Changes in the Company's charter, bylaws, or instruments
corresponding thereto or other actions that may impede the
acquisition of control of the Company by any person;
(h) Causing a class of securities of the Company 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 Company 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 set forth in (a) through (i)
above.
Item 5. Interest in Securities of Issuer
As discussed in Item 3 above, Maya (and through Maya, Mr. Lewis) is the
beneficial owner of 2,000,000 shares of Common Stock in the Company, which
represents approximately 15.2% of the 13,157,024 outstanding shares of Common
Stock of the Company. Maya (and through Maya, Mr. Lewis) has sole power to vote
or direct the vote of, and sole power to dispose or direct the disposition of,
such shares.
Maya (and through Maya, Mr. Lewis) purchased the shares of Imperial
that it owns from the Company for $0.38 per share as follows:
Date No. of Shares Purchased
---- ---------------------
July 3, 1997 300,000
September 1, 1997 350,000
September 15, 1997 1,350,000
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Total 2,000,000
No person other than Maya (and through Maya, Mr. Lewis) has the right
to receive or the power to direct the receipt of dividends from, or the proceeds
from the sale of, such shares.
Item 6. Contracts, Arrangements, Understandings, or Relationships with
Respect to Securities of the Issuer
Neither Maya nor Mr. Lewis is a party to a contract, arrangement,
understanding, or relationship (legal or otherwise) with respect to any
securities of the Company, including but not limited to transfer or voting of
any of the Company's securities, finder's fees, joint ventures, loan or option
arrangements, puts or calls, guarantees of profits, division of profit or loss,
or the giving or withholding of proxies.
Item 7. Material to be Filed as Exhibits
None.
* * * * * * *
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Page 6 of 6 Pages
After reasonable inquiry, and to the best of its knowledge, the
undersigned certifies that the information set forth in this Schedule 13D is
true, complete and correct.
Maya LLC
September 25, 1997 By: /s/
Date --------------------------
Rex H. Lewis
Managing Member
