INTERNATIONAL SPORTS WAGERING INC
SC 13G, 1997-02-14
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                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                -----------------

                                  SCHEDULE 13G
                                 (Rule 13d-102)

                    UNDER THE SECURITIES EXCHANGE ACT OF 1934
                                (AMENDMENT NO. )*

                       International Sports Wagering Inc.
- --------------------------------------------------------------------------------
                                (Name of Issuer)


                    Common Stock, par value $.001 per share
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)


                                  460342 10 8
- --------------------------------------------------------------------------------
                                 (CUSIP Number)


- ----------
*  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 (the "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 5 Pages
<PAGE>

         
                                 SCHEDULE 13G
CUSIP No. 460342 10 8                                          Page 2 of 5 Pages
- --------------------------------------------------------------------------------
1     Name of Reporting Person
      S.S. or I.R.S. Identification No. of Above Person

      Barry Mindes
- --------------------------------------------------------------------------------
2     Check the Appropriate Box If a Member of a Group*                  a.  |_|
                                                                         b.  |X|
- --------------------------------------------------------------------------------
3     SEC Use Only

- --------------------------------------------------------------------------------
4     Citizenship or Place of Organization

      United States of America
- --------------------------------------------------------------------------------
                  5     Sole Voting Power
  Number of       
   Shares               3,023,952 (1)
Beneficially            --------------------------------------------------------
  Owned By        6     Shared Voting Power     
    Each                                        
  Reporting             0
   Person               --------------------------------------------------------
    With          7     Sole Dispositive Power  
                                                         
                        3,023,952 (1)
                        --------------------------------------------------------
                  8     Shared Dispositive Power
                                                
                        0
- --------------------------------------------------------------------------------
9     Aggregate Amount Beneficially Owned by Each Reporting Person

      3,023,952 (1)
- --------------------------------------------------------------------------------
10    Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares* |_|


- --------------------------------------------------------------------------------
11    Percent of Class Represented By Amount in Row (9)

      40.2 (2)
- --------------------------------------------------------------------------------
12    Type of Reporting Person*

      IN
- --------------------------------------------------------------------------------

                     *SEE INSTRUCTIONS BEFORE FILLING OUT!

(1)  Includes 1,511,523 shares held by Mindes Family Limited Partnership, of
     which the reporting person is general partner, and as to which shares the
     reporting person disclaims beneficial ownership to the extent such shares
     exceed the reporting person's proportionate interest therein. Does not
     include shares beneficially owned by the reporting person's adult daughter,
     Ms. Janet Mindes.

(2)  Based on 7,524,269 shares of Common Stock outstanding as of December 31,
     1996.
<PAGE>

                                                               Page 3 of 5 Pages

Item 1.


(a)  The name of the issuer is International Sports Wagering Inc. (the
     "Company").

(b)  The address of the issuer's principal executive offices is 201 Lower Notch
     Road, Suite 2B, Little Falls, New Jersey 07424.

Item 2.

(a)  The name of the person filing this statement is Barry Mindes.

(b)  The address of the principal business office of the person filing this
     statement is 201 Lower Notch Road, Suite 2B, Little Falls, New Jersey
     07424.

(c)  The person filing this statement is a citizen of the United States of
     America.

(d)  The title of the class of securities for which this statement is being
     filed is common stock, $.001 par value per share ("Common Stock").

(e)  The CUSIP number of the class of securities for which this statement is
     being filed is 460342 10 8.


Item 3. If this Statement is Filed pursuant to Rule 13d-1(b), or 13d-2(b), Check
        Whether the Person Filing is a:

Not applicable.


Item 4. Ownership

See the responses set forth in items (5)-(9) and (11) on page two hereof for
information relating to the reporting person's beneficial ownership of Common
Stock of the Company.


Item 5. Ownership of Five Percent or Less of a Class

Not applicable.


Item 6. Ownership of More Than Five Percent on Behalf of Another Person

Not applicable.


Item 7. Identification and Classification of the Subsidiary Which Acquired the
        Security Being Reported on By the Parent Holding Company

Not applicable.
<PAGE>

                                                               Page 4 of 5 Pages


Item 8. Identification and Classification of Members of the Group

Not applicable.


Item 9. Notice of Dissolution of Group

Not applicable.


Item 10. Certification

Not applicable.
<PAGE>

                                                               Page 5 of 5 Pages

                                    SIGNATURE


      After reasonable inquiry and to the best knowledge and belief of the
undersigned, the undersigned certifies that the information set forth in this
statement is true, complete and correct.


                                Date:   February 10, 1997




                                Name/Title: By: /s/ Barry Mindes
                                               -------------------------
                                               Barry Mindes




      The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is signed
on behalf of a person by his authorized representative (other than an executive
officer or general partner of the filing person), evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.

     Note. Six copies of this statement, including all exhibits, should be filed
with Commission.

     Attention. Intentional misstatements or omissions of fact constitute
Federal criminal violations (See 18 U.S.C. 1001).





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