UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Name of issuer: EAGLE WIRELESS INTERNATIONAL, INC.
Common Stock
CUSIP Number: 27002R 10 1
Rule pursuant to which this Schedule is filed: Rule 13d-1(d)
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).
CUSIP No. 27002R 10 1 Page 2 of 10
1. Name of Reporting Persons: The Futer Family Trust
I.R.S. Identification Nos. of above persons (entities only).
91-6475160
- -------------------------
2. Check the appropriate box if a member of a group (See Instructions):
(a) ( ) (b) ( )
- -------------------------
3. SEC use only.
- -------------------------
4. Citizenship or place of organization:
Texas
- -------------------------
5. Sole Voting Power
Number 1,364,000 (1)
of Shares ------------------------------
Beneficially 6. Shared Voting Power
Owned NONE
by Each ------------------------------
Reporting 7. Sole Dispositive Power
Person 1,364,000 (1)
With: ------------------------------
8. Shared Dispositive Power
NONE
------------------------------
9. Aggregate amount beneficially owned by each reporting person:
1,364,000 (1)
- -------------------------
10. Check box if the aggregate amount in row (9) excludes certain shares
(See Instructions):
( )
- -------------------------
11. Percent of class represented by amount in row 9:
11.85% (1)
- -------------------------
12. Type of reporting person (See Instructions):
OO
- -------------------------
(1) As of 09/04/97. Includes Class A Warrants, presently exercisable, to
purchase 110,000 shares of Common Stock at $4.00 per share, expiring 8/31/00;
if, however, the closing bid price of the Common Stock shall have equaled or
exceeded $5.50 per share for a period of 20 consecutive trading days at any
time, the Company may redeem the Class A Warrants by paying holders $.05 per
Class A Warrant. Also includes Class B Warrants, presently exercisable, to
purchase 110,000 shares of Common Stock at $6.00 per share, expiring
8/31/00; if, however, the closing bid price of the Common Stock shall have
equaled or exceeded $7.50 per share for a period of 20 consecutive trading days
at any time, the Company may redeem the Class B Warrants by paying holders
$.05 per Class B Warrant. Excludes Warrants expiring 5/3/99 to purchase
110,000 shares of Common Stock at $.50 per share; provided, however, each
Warrant is exercisable only if the shares of Common Stock of the Company
trade at a minimum of $5.50 per share for 20 consecutive trading days. Also
excludes Warrants expiring 5/3/99 to purchase 110,000 shares of Common Stock
at $.05 per share; provided, however, each Warrant is exercisable only if the
shares of Common Stock of the Company trade at a minimum of $5.50 per share for
20 consecutive trading days. Also excludes options registered in the name of
Christopher W. Futer, exercisable immediately, to buy 5,000 shares of Common
Stock at a price of $1.25 per share, expiring 8/3/03.
CUSIP No. 27002R 10 1 Page 3 of 10
1. Name of Reporting Persons: Elizabeth Joan Futer (Joint Filer)
(CIK: 0001082210)
I.R.S. Identification Nos. of above persons (entities only).
- -------------------------
2. Check the appropriate box if a member of a group (See Instructions):
(a) ( ) (b) ( )
- -------------------------
3. SEC use only.
- -------------------------
4. Citizenship or place of organization:
US
- -------------------------
5. Sole Voting Power
Number NONE
of Shares ------------------------------
Beneficially 6. Shared Voting Power
Owned 1,364,000 (1)
by Each ------------------------------
Reporting 7. Sole Dispositive Power
Person NONE
With: ------------------------------
8. Shared Dispositive Power
1,364,000 (1)
------------------------------
9. Aggregate amount beneficially owned by each reporting person:
1,364,000 (1)
- -------------------------
10. Check box if the aggregate amount in row (9) excludes certain shares
(See Instructions):
( )
- -------------------------
11. Percent of class represented by amount in row 9:
11.85% (1)
- -------------------------
12. Type of reporting person (See Instructions):
IN
- -------------------------
(1) As of 09/04/97. As Trustee and beneficiary with Matthew W. Futer of the
Futer Family Trust. Includes Class A Warrants, presently exercisable, to
purchase 110,000 shares of Common Stock at $4.00 per share, expiring 8/31/00;
if, however, the closing bid price of the Common Stock shall have equaled or
exceeded $5.50 per share for a period of 20 consecutive trading days at any
time, the Company may redeem the Class A Warrants by paying holders $.05 per
Class A Warrant. Also includes Class B Warrants, presently exercisable, to
purchase 110,000 shares of Common Stock at $6.00 per share, expiring 8/31/00;
if, however, the closing bid price of the Common Stock shall have equaled or
exceeded $7.50 per share for a period of 20 consecutive trading days at any
time, the Company may redeem the Class B Warrants by paying holders $.05 per
Class B Warrant. Excludes Warrants expiring 5/3/99 to purchase 110,000
shares of Common Stock at $.50 per share; provided, however, each Warrant is
exercisable only if the shares of Common Stock of the Company trade at a
minimum of $5.50 per share for 20 consecutive trading days. Also excludes
Warrants expiring 5/3/99 to purchase 110,000 shares of Common Stock at $.05
per share; provided, however, each Warrant is exercisable only if the shares
of Common Stock of the Company trade at a minimum of $5.50 per share for 20
consecutive trading days. Also excludes options registered in the name of
Christopher W. Futer, exercisable immediately, to buy 5,000 shares of Common
Stock at a price of $1.25 per share, expiring 8/3/03.
CUSIP No. 27002R 10 1 Page 4 of 10
1. Name of Reporting Persons: Matthew W. Futer(Joint Filer)(CIK: 0001082213)
I.R.S. Identification Nos. of above persons (entities only).
- -------------------------
2. Check the appropriate box if a member of a group (See Instructions):
(a) ( ) (b) ( )
- -------------------------
3. SEC use only.
- -------------------------
4. Citizenship or place of organization:
US
- -------------------------
5. Sole Voting Power
Number NONE
of Shares ------------------------------
Beneficially 6. Shared Voting Power
Owned 1,364,000 (1)
by Each ------------------------------
Reporting 7. Sole Dispositive Power
Person NONE
With: ------------------------------
8. Shared Dispositive Power
1,364,000 (1)
------------------------------
9. Aggregate amount beneficially owned by each reporting person:
1,364,000 (1)
- -------------------------
10. Check box if the aggregate amount in row (9) excludes certain shares
(See Instructions):
( )
- -------------------------
11. Percent of class represented by amount in row 9:
11.85% (1)
- -------------------------
12. Type of reporting person (See Instructions):
IN
- -------------------------
(1) As of 09/04/97. As Trustee and beneficiary with Elizabeth Joan Futer of
the Futer Family Trust. Includes Class A Warrants, presently exercisable, to
purchase 110,000 shares of Common Stock at $4.00 per share, expiring 8/31/00;
if, however, the closing bid price of the Common Stock shall have equaled or
exceeded $5.50 per share for a period of 20 consecutive trading days at any
time, the Company may redeem the Class A Warrants by paying holders $.05 per
Class A Warrant. Also includes Class B Warrants, presently exercisable, to
purchase 110,000 shares of Common Stock at $6.00 per share, expiring 8/31/00;
if, however, the closing bid price of the Common Stock shall have equaled or
exceeded $7.50 per share for a period of 20 consecutive trading days at any
time, the Company may redeem the Class B Warrants by paying holders $.05 per
Class B Warrant. Excludes Warrants expiring 5/3/99 to purchase 110,000
shares of Common Stock at $.50 per share; provided, however, each Warrant is
exercisable only if the shares of Common Stock of the Company trade at a
minimum of $5.50 per share for 20 consecutive trading days. Also excludes
Warrants expiring 5/3/99 to purchase 110,000 shares of Common Stock at $.05
per share; provided, however, each Warrant is exercisable only if the shares
of Common Stock of the Company trade at a minimum of $5.50 per share for 20
consecutive trading days. Also excludes options registered in the name of
Christopher W. Futer, exercisable immediately, to buy 5,000 shares of Common
Stock at a price of $1.25 per share, expiring 8/3/03.
CUSIP No. 27002R 10 1 Page 5 of 10
1. Name of Reporting Persons. Christopher W. Futer (Joint Filer)
(CIK: 0001082214)
I.R.S. Identification Nos. of above persons (entities only).
- -------------------------
2. Check the appropriate box if a member of a group (See Instructions):
(a) ( ) (b) ( )
- -------------------------
3. SEC use only.
- -------------------------
4. Citizenship or place of organization:
US
- -------------------------
5. Sole Voting Power
Number NONE (1)
of Shares ------------------------------
Beneficially 6. Shared Voting Power
Owned NONE (1)
by Each ------------------------------
Reporting 7. Sole Dispositive Power
Person NONE (1)
With: ------------------------------
8. Shared Dispositive Power
NONE (1)
------------------------------
9. Aggregate amount beneficially owned by each reporting person:
NONE (1)
- -------------------------
10. Check box if the aggregate amount in row (9) excludes certain shares
(See Instructions):
( X )
- -------------------------
11. Percent of class represented by amount in row 9:
NONE (1)
- -------------------------
12. Type of reporting person (See Instructions):
IN
- -------------------------
(1) Christopher W. Futer disclaims beneficial ownership, including voting and
disposition power, of shares of common stock and derivative securities owned
by the Futer Family Trust. Elizabeth Joan Futer, spouse of Christopher W.
Futer, and Matthew W. Futer, son of Christopher W. Futer, are Trustees and
beneficiaries of the Futer Family Trust.
CUSIP No. 27002R 10 1 Page 6 of 10
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Item 1(a) Name of issuer:
EAGLE WIRELESS INTERNATIONAL, INC.
Item 1(b) Address of issuer's principal executive offices:
910 GEMINI
HOUSTON, TEXAS 77058
Item 2(a) Name of person filing:
THE FUTER FAMILY TRUST
ELIZABETH JOAN FUTER (Joint Filer),
MATTHEW W. FUTER (Joint Filer), AND
CHRISTOPHER W. FUTER (Joint Filer)
Item 2(b) Address of principal business office or, if none, residence:
16534 SPACE CENTER BOULEVARD
HOUSTON, TEXAS 77058
Item 2(c) Citizenship:
THE FUTER FAMILY TRUST IS A TRUST ORGANIZED IN ACCORDANCE WITH
THE TEXAS TRUST CODE.
ELIZABETH JOAN FUTER USA
MATTHEW W. FUTER USA
CHRISTOPHER W. FUTER USA
Item 2(d) Title of class of securities:
COMMON STOCK.
Item 2(e) CUSIP number:
27002R 10 1
CUSIP No. 27002R 10 1 Page 7 of 10
Item 3 If this statement is filed pursuant to section 240.13d-1(b)
or 240.13d-2(b) or (c), 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 (Section 240.13d-1(b)(1)(ii)(F).
(g) ( ) Parent holding company, in accordance with
Section 240.13d-1(b)(ii)(G).
(h) ( ) A savings association as defined in Section 3(b) of the Federal
Deposit Insurance Act.
(i) ( ) A church plan that is excluded from the definition of an investment
company under Section 3(c)(14) of the Investment Company Act of 1940.
Item 4 Ownership:
(a) Amount beneficially owned by the FUTER FAMILY TRUST:
1,364,000 SHARES OF COMMON STOCK (1)
Amount beneficially owned by ELIZABETH JOAN FUTER:
1,364,000 SHARES OF COMMON STOCK (1), (2)
Amount beneficially owned by MATTHEW W. FUTER:
1,364,000 SHARES OF COMMON STOCK (1), (2)
CUSIP No. 27002R 10 1 Page 8 of 10
Amount beneficially owned by CHRISTOPHER W. FUTER:
NONE (3)
(b) Percent of class:
THE FUTER FAMILY TRUST 11.85%
ELIZABETH JOAN FUTER 11.85%
MATTHEW W. FUTER 11.85%
CHRISTOPHER W. FUTER -0- (3)
(c) Number of shares as to which the person has:
(I) Sole power to vote or to direct the vote
THE FUTER FAMILY TRUST 1,364,000
ELIZABETH JOAN FUTER NONE
MATTHEW W. FUTER NONE
CHRISTOPHER W. FUTER NONE (3)
(ii) Shared power to vote or to direct the vote:
THE FUTER FAMILY TRUST NONE
ELIZABETH JOAN FUTER 1,364,000
MATTHEW W. FUTER 1,364,000
CHRISTOPHER W. FUTER NONE (3)
(iii) Sole power to dispose or to direct the disposition of:
THE FUTER FAMILY TRUST 1,364,000
ELIZABETH JOAN FUTER NONE
MATTHEW W. FUTER NONE
CHRISTOPHER W. FUTER NONE (3)
(iv) Shared power to dispose or to direct the disposition of:
THE FUTER FAMILY TRUST NONE
ELIZABETH JOAN FUTER 1,364,000
MATTHEW W. FUTER 1,364,000
CHRISTOPHER W. FUTER NONE (3)
(1) Includes Class A Warrants, presently exercisable, to purchase 110,000
shares of Common Stock at $4.00 per share, expiring 8/31/00; if, however, the
closing bid price of the Common Stock shall have equaled or exceeded $5.50 per
share for a period of 20 consecutive trading days at any time, the Company
may redeem the Class A Warrants by paying holders $.05 per Class A Warrant.
Also includes Class B Warrants, presently exercisable, to purchase 110,000
shares of Common Stock at $6.00 per share, expiring 8/31/00; if, however,
the closing bid price of the Common Stock shall have equaled or exceeded
$7.50 per share for a period of 20 consecutive trading days at any time, the
Company may redeem the Class B Warrants by paying holders $.05 per Class B
Warrant. Excludes Warrants expiring 5/3/99 to purchase 110,000 shares of
Common Stock at $.50 per share; provided, however, each Warrant is exercisable
only if the shares of Common Stock of the Company trade at a minimum of $5.50
per share for 20 consecutive trading days. Also excludes Warrants expiring
5/3/99 to purchase 110,000 shares of Common Stock at $.05 per share; provided,
however, each Warrant is exercisable only if the shares of Common Stock of the
Company trade at a minimum of $5.50 per share for 20 consecutive trading days.
Also excludes options registered in the name of Christopher W. Futer,
exercisable immediately, to buy 5,000 shares of Common Stock at a price of
$1.25 per share, expiring 8/3/03.
CUSIP No. 27002R 10 1 Page 9 of 10
(2) As Trustee and beneficiary of the Futer Family Trust.
(3) Christopher W. Futer disclaims beneficial ownership, including voting and
disposition power, of shares of Common Stock and derivative securities owned by
the Futer Family Trust. Does not include Options exercisable immediately to
buy 5,000 shares of Common Stock at a price of $1.25 per share, expiring
8/3/03.
Item 5 Ownership of five percent or less of a class:
N/A.
Item 6 Ownership of more than five percent on behalf of another person:
N/A.
Item 7 Identification and classification of the subsidiary which acquired
the security being reported on by the parent holding company:
N/A.
Item 8 Identification and classification of members of the group:
N/A.
Item 9 Notice of dissolution of group:
N/A.
Item 10 Certification:
N/A.
CUSIP No. 27002R 10 1 Page 10 of 10
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: March 29, 1999.
The Futer Family Trust
By: /s/
Elizabeth Joan Futer, Trustee
By: /s/
Matthew W. Futer, Trustee
/s/
- ------------------------------------------
Elizabeth Joan Futer
/s/
- ------------------------------------------
Matthew W. Futer
/s/
- ------------------------------------------
Christopher W. Futer