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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
-------------
International Menu Solutions Corporation
(Name of Issuer)
Common Stock, $.001 par value
(Title of Class of Securities)
45985T
(CUSIP Number)
September 14, 1999
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[x] 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).
(continued on following page(s))
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Page 2 of 5 pages
SCHEDULE 13G
CUSIP NO.
1. NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (entities only)
Michael Steele
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Ontario, Canada
5. SOLE VOTING POWER
NUMBER OF 1,888,712
SHARES
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 0
EACH
REPORTING 7. SOLE DISPOSITIVE POWER
PERSON 1,888,712
WITH
8. SHARED DISPOSITIVE POWER
0
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON.
1,888,712
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
13.9%
12. TYPE OF REPORTING PERSON*
IN
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Page 3 of 5 pages
ITEM 1(a). Name of Issuer
International Menu Solutions Corporation
ITEM 1(b). Address of Issuer's Principal Executive Offices
350 Creditstone Road, Unit 202
Concord, Ontario L4C 3Z4
ITEM 2(a). Names of Persons Filing
Michael Steele
ITEM 2(b). Address of principal business office
350 Creditstone Road, Unit 202
Concord, Ontario L4C 3Z4
ITEM 2(c). Citizenship
Ontario, Canada
ITEM 2(d). Title of Class of Securities
Common Stock, $.001 par value
ITEM 2(e). CUSIP Number
45985T
ITEM 3. Not Applicable.
ITEM 4. Ownership
(a) Michael Steele owns, indirectly through 1254859 Ontario Inc.,
a corporation organized under the laws of Ontario, Canada, of
which he is controlling shareholder, 1,513,712 shares of Class
N stock of the Issuer and 1,513,712 shares of Class X stock of
International Menu Solutions Inc., a subsidiary of the Issuer
organized under the laws of Ontario Canada. One Class X share
together with one Class N share is exchangeable for one share
of common stock of the Issuer.
Mr. Steele also owns 625,000 options to acquire shares of
common stock of the Issuer at an exercise price of $0.70 per
share vesting as follows:
<TABLE>
<CAPTION>
No. Shares Vesting Date
---------- ------------
<S> <C>
250,000 August 10, 1999
125,000 August 10, 2000
</TABLE>
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Page 4 of 5 pages
<TABLE>
<S> <C>
125,000 August 10, 2001
125,000 August 10, 2002
</TABLE>
After giving effect to the exchange of Class X shares and the
exercise of the 375,000 vested options, Mr. Steele would own
1,888,712 shares of common stock of the Issuer, or 13.9%
percent of the outstanding shares of common stock of the
Issuer based on 11,727,392 shares outstanding as reported in
the Issuer's Form 10-QSB for the quarter ended June 30, 2000
plus an additional 1,888,712 shares (consisting of 375,000
shares underlying his options and 1,513,712 shares issuable
upon the exchange of the Class X shares).
(b) Percent of Class:
13.9%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
1,888,712
(ii) shared power to vote or to direct the vote
0
(iii) sole power to dispose or to direct the disposition of
1,888,712
(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
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Page 5 of 5 pages
Not Applicable
ITEM 10. Certification
Not Applicable
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: August 17, 2000
/s/ Michael Steele
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Michael Steele
