SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Act of 1934
(Amendment No. 1)
ENVIROKARE TECH, INC.
(Name of Issuer)
Common Shares
(Title of Class of Securities)
29404N-209
(CUSIP Number)
Robert Davidson
Envirokare Tech, Inc.
2470 Chandler Avenue, Suite 5
Las Vegas, Nevada 89120
Tel.: 702-262-1999 Fax: 702-262-1909
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
October 14, 1999
(Date of Event which Requires Filing of This Statement)
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CUSIP No. 29404N-209 Page 2 of 4
SCHEDULE 13D
________________________________________________________________________________
1 NAME OF REPORTING PERSON ARCADE INVESTMENTS LIMITED
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
________________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [_]
(b) [X]
________________________________________________________________________________
3 SEC USE ONLY
________________________________________________________________________________
4 SOURCE OF FUNDS
WC
________________________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) [_]
________________________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION
The Bahamas
________________________________________________________________________________
7 SOLE VOTING POWER
NUMBER OF 10,650,000 (see No. 11, below)
SHARES _________________________________________________________________
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 0
REPORTING _________________________________________________________________
PERSON 9 SOLE DISPOSITIVE POWER
WITH
10,650,000 (see No. 11, below)
_________________________________________________________________
10 SHARED DISPOSITIVE POWER
0
________________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Convertible Preferred Shares (500,000 shares, each convertible 10,000,000
into Twenty (20) shares of the Issuer's Common Stock)
Common Shares 650,000
________________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[_]
________________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
50.5%
________________________________________________________________________________
14 TYPE OF REPORTING PERSON
IV, CO
________________________________________________________________________________
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CUSIP No. 29404N-209 Page 3 of 4
Arcade Investments Limited
This Amendment No. 1 relates to the Schedule 13D filed by the undersigned,
Arcade Investments Limited, on March 3, 2000, to report the beneficial ownership
of Common Stock, par value $.001 per share, of Envirokare Tech, Inc. Unless
otherwise specified, all capitalized terms herein have the meanings assigned to
them in the Schedule 13D.
Item 2. Identity and Background
Item 2(a) is hereby amended and restated to read in its entirety as
follows:
(a) Names:
This Statement is filed by ARCADE INVESTMENTS LIMITED ("ARCADE"), as the
direct beneficial owner of 500,000 shares of Series A Convertible Preferred
Stock (the "Convertible Preferred Shares") and 650,000 shares of Common
Stock of the Issuer. Each of the Convertible Preferred Shares is
convertible into twenty (20) shares of Common Stock of the Issuer. Common
share amounts (including the conversion ratio for the Convertible Preferred
Shares) have been adjusted to reflect the Issuer's 2-for-1 stock split of
its Common Stock (the "Stock Split"), effected in the form of a 100% stock
dividend, payable at the opening of business on March 6, 2000, to
shareholders of record at the close of business on March 1, 2000.
Additionally, information for these Items 2-6 is being provided for the
following officers and directors of ARCADE: Isaac Collie -
President/Director; Shaniqua McPhee - Director; and Janeen Curtis -
Secretary.
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CUSIP No. 29404N-209 Page 4 of 4
Item 5. Interest in Securities of the Issuer
Items 5(a), 5(b) and 5(c) are hereby amended and restated to read in their
entirety as follows:
(a) Aggregate number
of securities 500,000 shares of Series A Convertible
Preferred Stock, each convertible at any
time until 10/13/01, into twenty (20)
shares of Common Stock of the Issuer.
Equivalent position therefore 10,000,000
shares of Common Stock of the Issuer.
650,000 shares of Common Stock
Percentage of class of
securities: 50.5%
(b) Sole voting power: 10,650,000*
Shared voting power: 0
Sole dispositive power: 10,650,000*
Shared dispositive power: 0
* Assumes conversion of all of the Convertible Preferred Shares @ 20
shares of Common Stock.
(c) The only transactions by the Reporting Person in the Issuer's
reported securities were: (1) the Reporting Person's purchase of
225,000 shares of Common Stock (450,000, giving effect to the
Stock Split) in July 1998; (2) the Reporting Person's purchase of
the Convertible Preferred Shares on October 14, 1999, at a
purchase price of $0.50 per share; and (3) the Reporting Person's
purchase of 100,000 shares of Common Stock (200,000, giving
effect to the Stock Split) on February 18, 2000, at a purchase
price of $1.50 per share. All of these transactions were effected
as private placements exempt from registration requirements of
the Securities Act of 1933 (the "Act") pursuant to Regulation S
promulgated under the Act.
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.
Date: March 9, 2000 ARCADE INVESTMENTS LIMITED
By: /s/ E. Isaac Collie
--------------------------------
Name: E. Isaac Collie
Title: President/Director