<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13D
(Amendment No. )*
MAS Acquisition III Corp.
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock
- --------------------------------------------------------------------------------
(Title of Class of Securities)
None
- --------------------------------------------------------------------------------
(CUSIP Number)
Aaron Tsai
1103 Landing Meadows Dr.
Henderson, Kentucky 42420
(502) 826-6989
- --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
September 15, 1998
- --------------------------------------------------------------------------------
(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. / /
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.
(Continued on following pages)
(Page 1 of 4 Pages)
- --------------------------------
(1) The remainder of this cover page shall be filed 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 coverage page shall
not be deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 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).
<PAGE>
SCHEDULE 13D
CUSIP No. n/a Page 2 of 4 Pages
------------ ----- -----
- --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Aaron Tsai
###-##-####
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS*
PF
- --------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEM
2(d) or 2(e) / /
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
- --------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES 8,500,000
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 0
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 8,500,000
PERSON WITH 10 SHARED DISPOSITIVE POWER
0
- --------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,500,000
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
99.96%(1)
- --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
- --------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
(1) Calculated based upon the number of outstanding shares of Common Stock of
the Issuer on September 15, 1998.
<PAGE>
ITEM 1. Security and Issuer.
This statement relates to the Common Stock, par value $.001 per share
("Common Stock") issued by MAS Acquisition III Corp., a Delaware corporation
(the "Company"), whose principal executive offices are located at 1710 E.
Division St., Evansville, IN 47711.
ITEM 2. Identity and Background.
This statement is filed by Aaron Tsai, an individual residing at
1103 Landing Meadows Dr., Henderson, KY 42420. Mr. Tsai is Chairman, President,
Chief Executive Officer and Treasurer of the Company. Mr. Tsai is an officer
and director of MAS Financial Corp., MAS Acquisition VI Corp. Aimex Camera
Corp., Aimex Distributing Corp., Aimex Marketing Corp., American Multimedia,
Inc., Aimex Imaging Corp., Auto Stack Pacific Rim Ltd., Hunan Restaurant of
Indiana, Inc. and Hunan Restaurant of Boonville, Inc.
The Reporting Person has not, during the last five (5) years (i) been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors), or (ii) been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of such proceeding
was or is subject to 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 violations with respect to such laws.
ITEM 3. Source and Amount of Funds or Other Considerations.
On August 15, 1996, the Reporting Person used his own fund for the
purchase of 8,500,000 shares of Common Stock valued at fair market value of
$90, which was the actual cost of incorporating the Company. The shares were
issued to the Reporting Person as reimbursement for the $90 incorporation fee
paid by the Reporting Person.
ITEM 4, Purpose of Transaction.
The purpose of the transaction in the stock is for control and initial
issuance of stock of the Company. The Reporting Person may make purchases of
Common Stock from time to time and may acquire or dispose of any or all of
the shares of Common Stock held by him at any time. The Reporting person has
no plans or proposals which relate to, or could result in any of the matters
referred to in Paragraphs (b) through (j), of Item 4 of Schedule 13D.
<PAGE>
ITEM 5. Interest in Securities of the Issuer.
As of the date hereof, the Reporting Person beneficially owns 8,500,000
shares of the Company's Common Stock, comprising approximately 99.96% of the
shares outstanding. The percentage used herein is calculated based upon the
8,503,600 shares of Common Stock of the Company stated by the Company as issued
and outstanding as of September 15, 1998, as reported in the Company's 10-SB.
The Reporting Person has sole voting and dispositive powers with respect to all
the shares of Common Stock to which this statement relates. The Reporting
Person has not effected any other transaction in the shares of the Common
Stock.
ITEM 6. Contracts, Arrangements, Understandings or Relationships With Respect
to Securities of the Issuer.
None.
ITEM 7. Materials to be Filed as Exhibits.
None.
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 16, 1998
----------------------
/s/ Aaron Tsai
--------------------------------------
Aaron Tsai
