United States Securities and Exchange Commission
Washington, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)
Sunderland Acquisition Corporation
(Name of Issuer)
Common Stock
(Title of Class of Securities)
867 281107
(CUSIP Number)
April 10, 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)
/ x / Rule 13d-1(c)
/ / Rule 13d-1(d)
1. Names of Reporting Persons: Pierce Mill Associates, Inc.
Cassidy & Associates
James M. Cassidy
James M. Cassidy is the sole shareholder and director of Pierce Mill
Associates, Inc. and is the sole proprietor of Cassidy & Associates.
2. Check the appropriate box if a member of a group:
(a) / x /
(b)
3. SEC use only
4. Citizenship or place of organization
Pierce Mill Associates, Inc. Delaware corporation
Cassidy & Associates District of Columbia
sole proprietorship
James M. Cassidy Natural person, citizen of
the United States
5 -8. Sole Shared Sole Shared
Voting Voting Dispositive Dispositive
Power Power Power Power
Pierce Mill Associates, Inc. 0 0
Cassidy & Associates 750,000 750,000
James M. Cassidy 750,000 750,000
60,000 60,000 (1)
(1) Includes a warrant to purchase 60,000 shares of common stock at
$16.67 per share for a period of three years issued to an entity
of which Mr. Cassidy is the controlling shareholder.
9&11. Aggregate amount beneficially owned by each reporting
person and percent of class.
Aggregate amount
Beneficially Percent
Owned of Class
Pierce Mill Associates, Inc. 0 0% (1)
Cassidy & Associates 0 0% (1)
James M. Cassidy 750,000 20.3%
810,000 21.9% (2)
(1) James M. Cassidy is the sole shareholder and director
of Pierce Mill Associates, Inc. and is the sole
proprietor of Cassidy & Associates and is therefore
deemed to be the beneficial owner of the common stock
held by each of these entities.
(2) Assumes exercise of a warrant to purchase 60,000 shares.
10. Check box if aggregate amount in #9 excludes certain
shares. Not applicable.
12. Type of reporting Person
Pierce Mill Associates, Inc. CO
Cassidy & Associates OO (Sole proprietorship)
James M. Cassidy IN
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Schedule 13G Part 2,
page 1
Item 1(a) Name of Issuer: Sunderland Acquisition Coporation
(b) Address of Issuer's Principal Executive Offices:
1504 R Street, NW
Washington, DC 20009
Item 2(a) Name of Person Filing: James M. Cassidy
(b) Address of Principal Business or, if none, Residence:
1506 R Street, NW
Washington, DC 20009
(c) Citizenship: United States
(d) Title of Class of Securities: Common Stock
(e) CUSIP Number: 867 281107
Item 3. If statement is filed pursuant to Rule 13d-1(b) or 13d-2(b)
Not applicable
Item 4. Ownership
(a) Amount beneficially owned: 750,000 shares
Warrant to purchase common stock 60,000 shares
(b) Percent of Class: 20.3%
Assuming exercise of Warrant 21.9%
(c) Number of Shares as to which such person has:
(i) sole power to vote or to direct the vote 750,000
Warrant to purchase common stock 60,000
(ii) shares power to vote or to direct the vote 0
(iii) sole power to dispose or to direct the
disposition of 750,000
Warrant to purchase common stock 60,000
(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 Not applicable
Item 8. Identification and Classification of Members
of the Group
The group has consisted of James M. Cassidy, a natural
person, Pierce Mill Associates, Inc., a Delaware corporation
of which the sole shareholder and director is James M.
Cassidy, and Cassidy & Associates, a District of Columbia
law firm of which James M. Cassidy is the sole proprietor.
Pierce Mill Associates, Inc. is no longer a member of the
group as it no longer holds securities of the issuer.
Item 9. Notice of Dissolution of Group: Pierce Mill Associates, Inc.
is no longer a member of the
group as it no longer holds any
securities of the issuer.
Item 10. Certification:
By signing below the undersigned certifies that, to the best
of its knowledge and belief, the securities referred to
above were acquired and are held in the ordinary course of
business and 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.
After reasonable inquiry and to the best of its knowledge and
belief, the undersigned certifies that the information set forth in
this statement is true, complete and correct.
/s/ James M. Cassidy
James M. Cassidy
May 7, 1999
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Schedule 13G Part 2,
page 3
Item 1(a) Name of Issuer: Sunderland Acquisition Corporation
(b) Address of Issuer's Principal Executive Offices:
1504 R Street, NW
Washington, DC 20009
Item 2(a) Name of Person Filing: Pierce Mill Associates, Inc.
(b) Address of Principal Business or, if none, Residence:
1506 R Street, NW
Washington, DC 20009
(c) Citizenship: Delaware corporation
(d) Title of Class of Securities: Common Stock
(e) CUSIP Number: 867 281107
Item 3. If statement is filed pursuant to Rule 13d-1(b) or 13d-2(b)
Not applicable
Item 4. Ownership
(a) Amount beneficially owned: 0 shares (1)
(b) Percent of Class: 0%
(c) Number of Shares as to which such person has:
(i) sole power to vote or to direct the vote 0
(ii) shared power to vote or to direct the vote 0
(iii) sole power to dispose or to direct the
disposition of 0
(iv) shared power to dispose or to direct the
disposition of 0
(1) James M. Cassidy is the sole shareholder and director
of Pierce Mill Associates, Inc.
Item 5. Ownership of Five Percent or Less of a Class X
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 Not applicable
Item 8. Identification and Classification of Members
of the Group
The group has consisted of James M. Cassidy, a natural
person, Pierce Mill Associates, Inc., a Delaware corporation
of which the sole shareholder and director is James M.
Cassidy, and Cassidy & Associates, a District of Columbia
law firm of which James M. Cassidy is the sole proprietor.
Pierce Mill Associates, Inc. is no longer a member of the
group as it no longer holds securities of the issuer.
Item 9. Notice of Dissolution of Group: Pierce Mill Associates, Inc.
is no longer a member of the
group as it no longer holds
any securities of the issuer.
Item 10. Certification:
By signing below the undersigned certifies that, to the best
of its knowledge and belief, the securities referred to
above were acquired and are held in the ordinary course of
business and 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.
After reasonable inquiry and to the best of its knowledge and
belief, the undersigned certifies that the information set forth in
this statement is true, complete and correct.
PIERCE MILL ASSOCIATES, INC.
By /s/James M. Cassidy
James M. Cassidy, Director
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Schedule 13G Part 2,
page 5
Item 1(a) Name of Issuer: Sunderland Acquisition Corporation
(b) Address of Issuer's Principal Executive Offices:
1504 R Street, NW
Washington, DC 20009
Item 2(a) Name of Person Filing: Cassidy & Associates,
a sole proprietorship of
James M. Cassidy
who has sole voting control.
(b) Address of Principal Business or, if none, Residence:
1506 R Street, NW
Washington, DC 20009
(c) Citizenship: District of Columbia
Sole proprietorship
(d) Title of Class of Securities: Common Stock
(e) CUSIP Number: 867 281107
Item 3. If statement is filed pursuant to Rule 13d-1(b) or 13d-2(b)
Not applicable
Item 4. Ownership
(a) Amount beneficially owned: 0 shares(1)
(b) Percent of Class: 0%
(c) Number of Shares as to which such person has:
(i) sole power to vote or to direct the vote 750,000
(ii) shared power to vote or to direct the vote 0
(iii) sole power to dispose or to direct the
disposition of 750,000
(iv) shared power to dispose or to direct the
disposition of 0
(1) James M. Cassidy is the sole proprietor of Cassidy &
Associates and is therefore deemed to be the
beneficial owner of the 750,000 shares of common
stock held by it.
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 Not applicable
Item 8. Identification and Classification of Members of the
Group
The group has consisted of James M. Cassidy, a natural
person, Pierce Mill Associates, Inc., a Delaware corporation
of which the sole shareholder and director is James M.
Cassidy, and Cassidy & Associates, a District of Columbia
law firm of which James M. Cassidy is the sole proprietor.
Pierce Mill Associates, Inc. is no longer a member of the
group as it no longer holds securities of the issuer.
Item 9. Notice of Dissolution of Group: Pierce Mill Associates, Inc.
is no longer a member of the
group as it no longer holds
any securities of the issuer.
Item 10. Certification:
By signing below the undersigned certifies that, to the best
of its knowledge and belief, the securities referred to
above were acquired and are held in the ordinary course of
business and 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.
After reasonable inquiry and to the best of its knowledge and
belief, the undersigned certifies that the information set forth in
this statement is true, complete and correct.
CASSIDY & ASSOCIATES
By /s/ James M. Cassidy
James M. Cassidy
