<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
FUTURELINK CORP.
----------------
(Name of Issuer)
COMMON SHARES, $.0001 PAR VALUE
-------------------------------
(Title of Class of Securities)
36114Q208
--------------
(CUSIP Number)
THE HOLMES TRUST, 777 SOUTH FIGUEROA STREET, LOS ANGELES, CALIFORNIA 90017 ATTN:
GLEN C. HOLMES
(714) 544-8352
--------------
(Name, Address and Telephone Number of
Person Authorized to Receive Notices
and Communications)
OCTOBER 15, 1999
------------------------------------
(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 [ ]
Page 1 of 8 pages
Exhibit Index on page 8
<PAGE> 2
SCHEDULE 13D
CUSIP No. 36114Q208 Page 2 of 8 Pages
- ------------------- -----------------
________________________________________________________________________________
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
The Holmes Trust dated July 2, 1997
###-##-####
Glen C. Holmes
###-##-####
Christine M. Holmes
###-##-####
________________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [x] (b)[ ]
________________________________________________________________________________
3 SEC USE ONLY
________________________________________________________________________________
4 SOURCE OF FUNDS
[ ]
________________________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e) [ ]
________________________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
________________________________________________________________________________
NUMBER OF 7 SOLE VOTING POWER
SHARES 7,200,000
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON WITH
_______________________________________________________________
8 SHARED VOTING POWER
0
_______________________________________________________________
9 SOLE DISPOSITIVE POWER
7,200,000
_______________________________________________________________
10 SHARED DISPOSITIVE POWER
0
________________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,200,000
________________________________________________________________________________
2
<PAGE> 3
________________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
________________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
31.4%
________________________________________________________________________________
14 TYPE OF REPORTING PERSON
[ ]
________________________________________________________________________________
3
<PAGE> 4
SCHEDULE 13D
ITEM 1. SECURITY AND ISSUER.
This Statement relates to the Common Stock, $.0001 par value (the "Shares"), of
FutureLink Corp. (the "Company"), a Delaware corporation. The Company's
principal executive office is located at 300, 250 6th Avenue, S.W., Calgary,
Alberta, Canada T2P 3H7.
ITEM 2. IDENTITY AND BACKGROUND.
(a) This Schedule 13D is filed on behalf of (i) Glen C. Holmes and Christine M.
Holmes, as trustees under the Trust Agreement dated July 22, 1997, for the
Holmes Trust (the "Trust"), (ii) Glen C. Holmes and (iii) Christine M.
Holmes.
(b) The business address of the Reporting Person is 16 Indian Pike, Dove
Canyon, CA 92679.
(c) Mr. Holmes' present principal occupation is the Chief Operating Officer of
the Company and serves on the Board of Directors. Mrs. Holmes' present
principal occupation is homemaker.
(d) The Reporting Person has not been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors) during the last five
years.
(e) The Reporting Person has not been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction which resulted in
a judgment, decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to federal or state securities
laws or finding any violation with respect to such laws during the last
five years.
(f) Mr. and Mrs. Holmes are citizens of the United States of America.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The Trust acquired all of its Shares of the Company upon the completion of the
Company's acquisition of Executive LAN Management, which carries on business as
Micro Visions ("Micro Visions"). The Trust owned all of the shares of Micro
Visions and received the Shares and cash in consideration for the Micro Visions
shares.
ITEM 4. PURPOSE OF TRANSACTION.
The acquisition of the Shares is solely for investment purposes. Mr. Glen C.
Holmes is President and Chief Operating Officer of the Company.
4
<PAGE> 5
The Reporting Person has no plans or proposals which relate or would result in:
(a) The acquisition by any person of additional securities of the issuer, or the
disposition of securities of the issuer;
(b) An extraordinary corporate transaction, such as a merger, reorganization or
liquidation, involving the issuer or any of its subsidiaries;
(c) A sale or transfer of a material amount of assets of the issuer or of any of
its subsidiaries;
(d) Any change in the present board of directors or management of the issuer,
including any plans or proposals to change the number or term of directors or to
fill any existing vacancies on the board;
(e) Any material change in the present capitalization or dividend policy of the
issuer;
(f) Any other material change in the issuer's business or corporate structure,
including but not limited to, if the issuer is a registered closed-end
investment company, any plans or proposals to make any changes in its investment
policy for which a vote is required by Section 13 of the Investment company Act
of 1940;
(g) changes in the issuer's charter, bylaws or instruments corresponding thereto
or other actions which may impede the acquisition of control of the issuer by
any person;
(h) Causing a class of securities of the issuer to be delisted from a national
securities exchange or cease to be authorized to be quoted in an inter-dealer
quotation system of a registered national securities association;
(i) A class of equity securities of the issuer becoming eligible for termination
of registration pursuant to Section 12(g)(4) of the Act;
(j) Any action similar to any of those enumerated above.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) The Trust beneficially owns 7,200,000 Shares of the class of securities
identified pursuant to Item 1. These Shares represent 31.4% of the 22,898,888
Shares that the Reporting Person believes to be outstanding. The Trustees have
the sole power to vote, direct the voting, dispose and direct the disposition
of the Shares. In addition, the Trust may be issued further Shares based on the
satisfaction of certain performance criteria in 1999. Micro Visions shareholders
may be issued further shares based on the satisfaction of certain performance
criteria in 1999.
5
<PAGE> 6
(b) The Reporting Person has the sole power to vote, direct the vote, dispose
and direct the disposition of all of the Shares.
(c) Except for the acquisition of Shares pursuant to the Merger Agreement the
Reporting Person has not effected any transaction in the class of securities
reported on during the past 60 days.
(d) Not applicable.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER.
Mr. Glen C. Holmes and Mrs. Christine M. Holmes are married to one another. Each
of them has executed the Holmes Trust dated July 22, 1997, by which such trust
acquired the Shares.
The Trust acquired the Shares pursuant to an Agreement and Plan of
Reorganization and Merger dated June 2, 1999 and the amendment thereto dated
October 15, 1999 subject to certain conditions contained in such Agreement.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
None.
6
<PAGE> 7
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: November 2, 1999
The Holmes Trust dated July 22, 1997
By: /s/ Glen C. Holmes
------------------------------------
Glen C. Holmes, Trustee
By: /s/ Christine M. Holmes
------------------------------------
Christine M. Holmes, Trustee
/s/ Glen C. Holmes
------------------------------------
Glen C. Holmes
/s/ Christine M. Holmes
------------------------------------
Christine M. Holmes
7
<PAGE> 8
EXHIBIT INDEX
8
