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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. _______)*
SKYLYNX COMMUNICATIONS, INC.
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(Name of Issuer)
Common Stock, $.001 Par Value
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(Title of Class of Securities)
830857 10 8
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(CUSIP Number)
Gary L. Brown (941) 366-4747
103 Sarasota Quay, Sarasota, Florida 94236
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
September 24, 1998
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(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 schedule because of Rule 13d-1(b)(3) or (4), check the following
box [ ].
Check the following box if a fee is being paid with this statement [ ]. (A
fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent of
the class of securities described in Item 1; and (2) has filed no amendment
subsequent thereto reporting beneficial ownership of five percent or less of
such class. (See Rule 13d-7).
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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SCHEDULE 13D
CUSIP NO. 830857 10 8 Page 2 of 5 Pages
(1) Names of Reporting Persons, S.S. or I.R.S. Identification Nos. of Above
Persons
Gary L. Brown
(2) Check the Appropriate Box if a Member (a) [ ]
of a Group (b) [ ]
(3) SEC Use Only
(4) Source of Funds PF
(5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e) [ ]
(6) Citizenship or Place of Organization: U.S. Citizen
Number of Shares
Beneficially Owned (7) Sole Voting Power: 2,594,231
by Each Reporting (8) Shared Voting Power: 0
Person With: (9) Sole Dispositive Power: 2,594,231
(10) Shared Dispositive Power: 0
(11) Aggregate Amount Beneficially Owned by Each Reporting Person
Gary L. Brown: 2,594,231
(12) Check if the Aggregate Amount in the Row (11) Excludes Certain Shares [
]
(13) Percent of Class Represented by Amount in Row (11) 28.8%
(14) Type of Reporting Person IN
ITEM 1. SECURITY AND ISSUER
This statement relates to the $.001 par value common stock ("Common Stock") of
SkyLynx Communications, Inc. ("SkyLynx" or "Company"). SkyLynx's principal
offices are located at 103 Sarasota Quay, Sarasota, Florida 34236.
ITEM 2. IDENTITY AND BACKGROUND
(a) Gary L. Brown
(b) Mr. Brown's business address is 103 Sarasota Quay, Sarasota, Florida
34236
(c) Mr. Brown is Chief Executive Officer and Director of SkyLynx
(d) Mr. Brown has not been convicted in a criminal proceeding during the
last five years
(e) Mr. Brown is a U.S. Citizen
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Mr. Brown acquired his securities with funds from his personal bank accounts.
ITEM 4. PURPOSE OF TRANSACTION
Mr. Brown's acquisition of Common Stock of SkyLynx is for investment purposes.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) The reporting person is the beneficial owner of 2,594,231 shares of
the common stock of the Issuer, which shares represent 28.8% of the
total issued and outstanding shares.
(b) Gary L. Brown has the:
(i) Sole power to vote or to direct vote: 2,594,231 shares
(ii) Shared power to vote or to direct vote: 0
(iii) Sole power to dispose or direct the disposition of:
2,594,231 shares
(iv) Shared power to dispose or direct the disposition of: 0
(c) In the last 60 days, Mr. Brown effected the following transactions
in the shares of $.001 par value Common Stock of SkyLynx:
<TABLE>
<CAPTION>
Date of Transaction Nature of Transaction No. of Shares Price/Share
- ------------------ --------------------- ------------- ------------
<S> <C> <C> <C>
8/4/98 Sale 6,000 $4.500
8/11/98 Sale 3,000 $3.500
8/11/98 Sale 3,000 $3.500
8/11/98 Sale 1,000 $3.500
8/12/98 Sale 1,000 $3.850
8/12/98 Sale 3,000 $3.750
8/20/98 Sale 2,000 $3.875
9/9/98 Sale 1,000 $4.375
9/10/98 Sale 1,000 $4.375
9/16/98 Sale 1,000 $4.000
9/16/98 Sale 1,000 $4.000
9/18/98 Sale 1,000 $3.875
9/18/98 Sale 1,000 $4.000
9/21/98 Sale 1,000 $4.750
9/21/98 Sale 2,000 $4.375
9/21/98 Sale 1,000 $4.125
9/21/98 Sale 8,000 $4.250
9/22/98 Sale 1,915 $4.625
9/24/98 Sale 2,000 $4.625
9/24/98 Sale 2,500 $4.750
</TABLE>
(d) n/a
(e) n/a
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
Mr. Brown is Chief Executive Officer, Director and Chairman of the Board of
SkyLynx but is not party to any contracts, arrangements, understandings or
relationships with respect to securities of the Issuer.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
n/a
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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: September 25, 1998
/s/ Gary L. Brown
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Gary L. Brown
