UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
TravelNow.com Inc.
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(Name of Issuer)
Common Stock, No Par Value
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(Title of Class of Securities)
89490A 10 7
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(CUSIP Number)
Jeff Wasson, President
TravelNow.com Inc.
318 Park Central East, Suite 418, Springfield, Missouri 65806
(417) 864-3600 Extension 127
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
July 27, 1999
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(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 that is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following
[ ].
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. SEE Rule 13d-7(b) for other
parties to whom copies are to be sent.
* 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
disclosures provided in a prior cover page.
The information required on 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).
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CUSIP No. 89490A 10 7
1. NAMES OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
Jerry Rutherford ###-##-####
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
Not applicable
3. SEC USE ONLY
4. SOURCE OF FUNDS
OO
5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D)
OR 2(E)
No
6. CITIZENSHIP OR PLACE OF ORGANIZATION
USA
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NUMBER OF SHARES BENEFICIALLY BY OWNED BY EACH REPORTING PERSON WITH
7. SOLE VOTING POWER 1,425,769
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8. SHARED VOTING POWER 0
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9. SOLE DISPOSITIVE POWER 1,425,769
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10. SHARE DISPOSITIVE POWER 0
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Jerry Rutherford 1,425,769
12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
Not applicable
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13.8%
14. TYPE OF REPORTING PERSON
IN
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SCHEDULE 13D
This Schedule 13D (the "Schedule 13D") is being filed by Mr. Jerry
Rutherford relating to shares of common stock of TravelNow.com Inc., formerly
Sentry Accounting, Inc. ("Issuer").
This Schedule 13D relates to shares of common stock of the Issuer ("Common
Stock") issued to Mr. Rutherford as a result of the merger of TravelNow.com Inc.
into Sentry Accounting, Inc., and a stock dividend declared by the surviving
entity in favor of all shareholders of record as of July 28, 1999.
ITEM 1. SECURITY AND ISSUER:
Securities acquired: Shares of Common Stock, No Par Value.
Issuer: TravelNow.com Inc.
(formerly Sentry Accounting, Inc.)
318 Park Central East, Suite 306
Springfield, Missouri 65806
ITEM 2. IDENTITY AND BACKGROUND:
TravelNow.com Inc., ("TravelNow"), a Florida corporation (formerly Sentry
Accounting, Inc.) is an Internet company that originated as an unbiased hotel
booking system which has grown into a full-service travel system including
hotel, car rental, airfare and Eurail passes with principal offices at 318 Park
Central East, Suite 306, Springfield, Missouri 65806. Mr. Rutherford is a
shareholder of TravelNow.
(a) Jerry Rutherford;
(b) 3322 South Campbell Avenue, Suite BB, Springfield, Missouri 65807;
(c) Owner of ERA Rutherford Realtors, 3322 South Campbell Avenue,
Suite BB, Springfield, Missouri 65807;
(d) Mr. Rutherford has not been convicted in a criminal proceeding
during the last five (5) years;
(e) Mr. Rutherford is not nor has he been during the past five (5)
years a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction and, as a result thereof, subject to any 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;
(f) USA.
ITEM 3. SOURCE AND AMOUNT OF FUNDS:
The shares of Sentry Accounting, Inc., a Florida corporation, located at
321 North Kentucky Avenue, Suite 1, Lakeland, Florida 33801 (a company now known
as TravelNow.com Inc.), were acquired by Mr. Rutherford as a result of (1) the
merger of TravelNow.com Inc. into Sentry Accounting, Inc. and (2) a subsequent
dividend declared by Sentry--all as described in the responsive materials to
Item 4 of this SEC form Schedule 13D.
ITEM 4. PURPOSE OF TRANSACTION:
TravelNow.com Inc. ("TravelNow"), a Missouri corporation, and Sentry
Accounting, Inc. ("Sentry"), a Florida corporation, merged effective July 27,
1999, with Sentry as the surviving corporation (the "Agreement And Plan Of
Reorganization By And Between Sentry Accounting, Inc, And TravelNow.com Inc."
was filed with the Issuer's Form 8-K dated August 6, 1999, and is by this
reference made a part hereof and incorporated herein). As a result of the merger
Mr. Rutherford as a shareholder of TravelNow received 271,575 shares in Sentry
for the shares he previously held in TravelNow. On July 13, 1999, the Company
filed an Information Statement pursuant to Sections 14(C) and 14(F) of the 1934
Exchange Act which is by this reference made a part hereof and incorporated
herein.
<PAGE>
The Board of Directors declared a stock dividend of 4.25 shares for each
share held by each shareholder of record on July 28, 1999. Mr. Rutherford as a
shareholder received 1,154,194 shares in Sentry as a stock dividend.
Mr. Rutherford does not have any present plans or proposals that relate to
or would result in any change in the business, policies, management, structure
or capitalization of the Company. Mr. Rutherford reserves the right to acquire
or dispose of additional securities of the Issuer, if and when permitted by law
to the extent deemed advisable in light of market conditions and any other
relevant factor.
Mr. Rutherford does not have any present plans or proposals which would
result in any of the following:
(a) any extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Company or any of its
subsidiaries;
(b) any sale or transfer of a material amount of assets of the Company
or any of its subsidiaries;
(c) any change in the present Board of Directors or officers of the
Company;
(d) any material change in the present capitalization or dividend
policy of the Company;
(e) any other material change in the Company's business or corporate
structure;
(f) any change in the Company's charter, bylaws or instruments
corresponding thereto or other actions which may impede the acquisition of
control of the Company by any person;
(g) causing a class of securities of the Company to be delisted from a
national securities exchange or to cease to be authorized to be quoted in
an inter-dealer quotation system of a registered national securities
association;
(h) causing a class of securities of the Company to become eligible
for termination of registration pursuant to Section 12(g)(4) of the Act; or
(i) any action similar to any of those enumerated above.
ITEM 5. INTEREST IN SECURITIES OF THE COMPANY:
(a) As of August 5, 1999, Mr. Rutherford was the owner of 1,425,769
shares or 13.8% of the outstanding Common Stock of the Company.
(b) Mr. Rutherford has the sole power to vote and dispose of the
shares which he holds.
(c) None other than that referred to in Item 4 above.
(d) Not Applicable.
(e) Not Applicable.
<PAGE>
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER:
Mr. Rutherford does not have an agreement written or otherwise with any
other shareholder of the Company to vote, not vote or otherwise take any action
in concert with respect to his beneficial ownership in the shares of the Company
which he owns.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS:
Exhibit 1 Agreement And Plan Of Reorganization By And Between Sentry
Accounting, Inc. And TravelNow.com Inc.*
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
By: /S/ Jerry Rutherford August 6, 1999
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Jerry Rutherford
EXHIBIT INDEX
Exhibit 1 Agreement And Plan Of Reorganization By And Between Sentry
Accounting, Inc. And TravelNow.com Inc.*
* Note: Exhibit 1 was filed with the Issuer's Form 8-K on August 6, 1999, which
Form 8-K is by this reference made a part hereof and incorporated herein.
