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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)
800 TRAVEL SYSTEMS, INC.
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(Name of Issuer)
COMMON STOCK
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(Title of Class of Securities)
282506104
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(CUSIP Number)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] 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).
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CUSIP NO. 282506104 13G Page 2 of 5
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1) Names of Reporting Persons/ I.R.S. Identification Nos. of Above Persons
(Entities Only)
Mark D. Mastrini
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2) Check the Appropriate Box if a Member of a Group (See Instructions) (a) [ ]
(b) [ ]
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3) SEC Use Only
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4) Citizenship or Place of Organization
UNITED STATES
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Number of (5) Sole Voting Power
Shares 480,000
Beneficially (6) Shared Voting Power
Owned by 0
Each (7) Sole Dispositive Power
Reporting 480,000
Person
(8) Shared Dispositive Power
With
0
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9) Aggregate Amount Beneficially Owned by Each Reporting Person
480,000
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10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ]
(See Instructions)
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11) Percent of Class Represented by Amount in Row (9)
6.3% based upon approximately 7,666,327 shares of common stock outstanding
on December 31, 1999.
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12) Type of Reporting Person (See Instructions)
IN
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CUSIP NO. 282506104 13G Page 3 of 5
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Item 1(a). Name of Issuer:
800 TRAVEL SYSTEMS, INC.
Item 1(b). Address of Issuer's Principal Executive Offices:
4802 Gunn Highway, Suite 140
Tampa, Florida 33624
Item 2(a). Name of Person Filing:
Mark D. Mastrini
Item 2(b). Address of Principal Business Office or, if none, Residence:
4802 Gunn Highway, Suite 140
Tampa, Florida 33624
Item 2(c). Citizenship:
UNITED STATES
Item 2(d). Title of Class of Securities:
Common Stock
Item 2(e). CUSIP Number:
282506104
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b)
or (c), check whether the filing person is a:
(a) [ ] Broker or Dealer registered under Section 15 of the Exchange Act;
(b) [ ] Bank as defined in Section 3(a)(6) of the Exchange Act;
(c) [ ] Insurance company as defined in Section 3(a)(19) of the Exchange
Act;
(d) [ ] Investment company registered under Section 8 of the Investment
Company Act;
(e) [ ] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance with Rule
13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in accordance with Rule
13d-1(b)(1)(ii)(G);
(h) [ ] A savings association as defined in Section 3(b) of the Federal
Deposit Insurance Act;
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CUSIP NO. 282506104 13G Page 4 of 5
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(i) [ ] A church plan that is excluded from the definition of an investment
company under Section 3(c)(14) of the Investment Company Act;
(j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c), check this box. [X]
Item 4. Ownership:
Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in Item 1.
(a) Amount Beneficially Owned:
480,000
(b) Percent of Class:
6.3%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
480,000
(ii) shared power to vote or to direct the vote:
0
(iii) sole power to dispose or to direct the disposition of:
480,000
(iv) shared power to dispose or to direct the disposition of:
0
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
Item 8. Identification and Classification of Members of the Group:
Not applicable
Item 9. Notice of Dissolution of Group:
Not applicable
Item 10. Certification:
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were not acquired
and are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose
or effect.
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CUSIP NO. 282506104 13G Page 5 of 5
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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.
Dated: February 14, 2000
/s/ Mark D. Mastrini
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Mark D. Mastrini