UNITED STATES
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
AUTOBYTEL.COM INC.
(Name of Issuer)
Common Stock, $.001 par value
(Title of Class of Securities)
05275N 10 6
(CUSIP Number)
Peter R. Ellis
Susanne Ellis
1550 Bayside Drive, #2
Corona del Mar, California 92625
Tel. No.: (949) 760-5025
(Name, Address and Telephone Number of
Person Authorized to Receive Notices
and Communications)
with a copy to:
David A. Krinsky, Esq.
O'Melveny & Myers LLP
610 Newport Center Drive
Suite 1700
Newport Beach, California 92660
July 6, 2000
(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 statement because of Rule 13d-1(e), 13d-
1(f) or 13d-1(g), check the following box: [x]
CUSIP No. 05257N 10 6
1 NAME OF REPORTING PERSON
Peter R. Ellis
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Inapplicable
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ x ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS
OO
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
1,862,170 shares of common stock1
NUMBER OF
SHARES 8 SHARED VOTING POWER
BENEFICIALLY -0-
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 1,862,170 shares of common stock1
PERSON
WITH 10 SHARED DISPOSITIVE POWER
-0-
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,862,170 shares of common stock1
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.2%
14 TYPE OF REPORTING PERSON
IN
------------------
1 These shares include 67,104 shares of the Issuer's common stock
held directly by Peter R. Ellis ("Reporting Person 1") and
1,795,066 shares of the Issuer's common stock held in a revocable
trust for the benefit of Reporting Person 1 and his spouse,
Susanne Ellis ("Reporting Person 2"). Reporting Person 1 and
Reporting Person 2 are the trustees of the revocable trust, and
each has sole voting and dispositive power over the shares held
in the trust.
SEC 1746 (3-98)
<PAGE>
CUSIP No. 05257N 10 6
1 NAME OF REPORTING PERSON
Susanne Ellis
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Inapplicable
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ x ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS
OO
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
1,813,788 shares of common stock2
NUMBER OF
SHARES 8 SHARED VOTING POWER
BENEFICIALLY -0-
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 1,813,788 shares of common stock2
PERSON
WITH 10 SHARED DISPOSITIVE POWER
-0-
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,813,788 shares of common stock2
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.0%
14 TYPE OF REPORTING PERSON
IN
SEC 1746 (3-98)
------------------
2 These shares are held in three trusts. 1,795,066 shares of the
Issuer's common stock are held in a revocable trust for the
benefit of Susanne Ellis ("Reporting Person 2") and her spouse,
Peter R. Ellis ("Reporting Person 1"). Reporting Person 2 and
Reporting Person 1 are the trustees of this trust, and each has
sole voting and dispositive power over the shares held in the
trust. 18,722 shares of the Issuer's common stock are held in
two trusts for the benefit of certain members of Reporting Person
2's immediate family; Reporting Person 2 is the trustee of these
trusts, and has sole voting and dispositive power over the shares
held in the trusts.
<PAGE>
Item 4. Purpose of Transaction
Item 4 of this Statement on Schedule 13D, filed by
Peter R. Ellis and Susanne Ellis (collectively, the "Reporting
Persons") with respect to the Common Stock, $.001 par value (the
"Common Stock") of Autobytel.com Inc., a Delaware corporation
(the "Issuer"), is hereby amended and restated to read in its
entirety as follows:
The Reporting Persons acquired all of the shares of
Common Stock beneficially owned by them for investment purposes.
The Reporting Persons intend to evaluate the Issuer's financial
condition, business operations and prospects, the market price of
the Common Stock, alternative investment opportunities,
conditions in the securities markets generally and other factors
on an ongoing basis. Accordingly, the Reporting Persons reserve
the right to change their plans and intentions at any time. The
Reporting Persons specifically reserve the right to purchase
additional shares or to sell shares of Common Stock of the Issuer
on the open market or in private transactions.
The Reporting Persons intend to communicate with other
shareholders and with directors, officers, employees and
affiliates of the Issuer concerning the business, management and
strategic direction of the Issuer. The Reporting Persons reserve
the right to formulate plans or proposals that relate to, might
result in, or have the purpose or effect of changing or
influencing control or management of the Issuer, or that relate
to or would result in any of the other events enumerated in Item
4 of the instructions to Schedule 13D.
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: July 6, 2000
/s/ Peter R. Ellis
--------------------------------
Peter R. Ellis
/s/ Susanne Ellis
--------------------------------
Susanne Ellis
