UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN
STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND
AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)
Under the Securities Exchange Act of 1934
(Amendment No. _______)*
Mortgage.Com, Inc.
_______________________________________________________________________________
(Name of Issuer)
Common Stock, $0.01 par value
_______________________________________________________________________________
(Title of Class of Securities)
61910V 136
_________________________________________________________
(CUSIP Number)
Clarisa D. Lifsic
Banco Hipotecario S.A.
Reconquista 151
1003 Capital Federal
Buenos Aires, Argentina
011-54-11-4347-5683
_______________________________________________________________________________
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
May 24, 2000
_________________________________________________________
(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), Rule 13d-1(f) or Rule
13d-1(g), check the following box /__/.
Note: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits. See
Section 240.13d-7 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).
<PAGE>
SCHEDULE 13D
CUSIP No. 61910V 136 Page 2 of 4 Pages
1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Banco Hipotecario S.A.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /__/
(b) /__/
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
Republic of Argentina
7 SOLE VOTING POWER
NUMBER OF 3,137,173
SHARES
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 0
EACH
PERSON 9 SOLE DISPOSITIVE POWER REPORTING
WITH 3,137,173
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,137,173
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* /__/
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.08%
14 TYPE OF REPORTING PERSON*
BK
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SCHEDULE 13D
CUSIP No. 61910V 136 Page 3 of 4 Pages
STATEMENT PURSUANT TO RULE 13d-1 OF THE
GENERAL RULES AND REGULATIONS UNDER THE
SECURITIES AND EXCHANGE ACT OF 1934, AS AMENDED
Item 1. Security and Issuer
This statement on Schedule 13D relates to the ordinary shares, par
value $0.01, of Mortgage.com, Inc. (the "Issuer"), a Florida
corporation. The Issuer's principal executive offices are located at
1643 North Harrison Parkway, Building H, Sunrise, Florida 33323.
Item 2. Identity and Background
(a)-(c), (f) This statement is being filed by Banco Hipotecario
S.A. (the "Buyer"), a bank organized under the laws of Argentina. The
Buyer's principal office is located at Reconquista 151, 1003 Capital
Federal, Buenos Aires, Argentina.
The name, business address, present principal occupation or
employment, and citizenship of each executive officer and director of
Banco Hipotecario S.A. are set forth in Schedule A hereto.
(d) Neither the Reporting Person nor, to the best knowledge of the
Reporting Person, any person named in Schedule A hereto, has been
convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors) within the last five years.
(e) During the last five years, neither the Reporting Person nor,
to the best knowledge of the Reporting Person, any person named in
Schedule A hereto, has been a party to any civil proceeding of a
judicial or administrative body of competent jurisdiction as a result of
which any such person was or is subject to a judgment, decree or final
order enjoining future violations of, or prohibiting activities subject
to, federal or state securities laws or finding any violation of such
law.
Item 3. Source and Amount of Funds or Other Consideration
On May 24, 2000, the Buyer acquired 3,137,173 Shares of the Issuer
pursuant to a stock purchase agreement with Donaldson, Lufkin & Jenrette
Securities Corporation which on the same day acquired such Shares from
Intuit Ventures, Inc. The acquisition of the 3,137,173 Shares of the
Issuer was financed from the working capital of the Buyer.
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<PAGE>
SCHEDULE 13D
CUSIP No. 61910V 136 Page 4 of 4 Pages
Item 4. Purpose of Transaction
The Buyer acquired these Shares for investment purposes. Neither
the Reporting Person nor, to the best knowledge of the Reporting Person,
any person named in Schedule A hereto, has any present plans or
intentions that could result in or relate to any of the actions
described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.
Item 5. Interests in Securities of the Issuer
(a)-(b) See page 2 of this Schedule 13D, setting forth the
aggregate number and percentage of the Shares beneficially owned by the
Reporting Person, the number of Shares as to which there is sole or
shared power to vote, or to direct the vote, and sole or shared power to
dispose or to direct the disposition.
(c) Except as set forth above, neither the Reporting Person nor any
of the persons listed on Schedule A hereto has effected any transaction
in Shares during the past 60 days.
(d)-(e) Not applicable.
This item 5 is qualified in its entirety by reference to the Stock
Purchase Agreement filed as Exhibit 1 hereto and incorporated
herein by reference.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer
Except for the Stock Purchase Agreement, filed as Exhibit 1 hereto,
neither the Reporting Person nor, to the best knowledge of the Reporting
Person, any person named in Schedule A hereto, has any contract,
arrangement, understanding or relationship (legal or otherwise) with any
other person with respect to any securities of the Issuer, including,
but not limited to, any contract, arrangement, understanding or
relationship concerning the transfer or the voting of any such
securities, finder's fees, joint ventures, loan or option arrangements,
puts or calls, guarantees of profits, division of profits or losses, or
the giving or withholding or proxies.
Item 7. Material to Be Filed as Exhibits
The following exhibits are filed with this statement:
1. Stock Purchase Agreement, dated May 22, 2000, by and
between Donaldson, Lufkin & Jenrette Securities
Corporation and Banco Hipotecario S.A.
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<PAGE>
Schedule A
Directors and Executive Officers of Banco Hipotecario S.A.
Directors:
1. Eduardo Sergio Elsztain 6. Clarisa Diana Lifsic
Chairman of the Board Director
Reconquista 151 Reconquista 151
1003 Capital Federal 1003 Capital Federal
Buenos Aires, Argentina Buenos Aires, Argentina
Citizen of Argentina Citizen of Argentina
2. Harold Joseph Freiman 7. Frank Vincent Sica
Vice Chairman, Chief Executive Director
Officer Reconquista 151
Reconquista 151 1003 Capital Federal
1003 Capital Federal Buenos Aires, Argentina
Buenos Aires, Argentina Citizen of the United States
Citizen of the United States
3. Francisco Guillermo Susmel 8. Saul Zang
Director Director
Reconquista 151 Reconquista 151
1003 Capital Federal 1003 Capital Federal
Buenos Aires, Argentina Buenos Aires, Argentina
Citizen of Argentina Citizen of Argentina
4. Marcos Marcelo Mindlin 9. Guillermo Horacio Sorondo
Director Director
Reconquista 151 Reconquista 151
1003 Capital Federal 1003 Capital Federal
Buenos Aires, Argentina Buenos Aires, Argentina
Citizen of Argentina Citizen of Argentina
5. Cedric David Bridger 10. Julio Augusto Macchi
Director Director
Alsina 353 Reconquista 151
1087 Buenos Aires 1003 Capital Federal
Argentina Buenos Aires, Argentina
Citizen of Argentina Citizen of Argentina
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<PAGE>
11. Edgardo Luis Jose Fornero 5. Ernesto Vines
Director Vice President General Counsel
Reconquista 151 Reconquista 151
1003 Capital Federal 1003 Capital Federal
Buenos Aires, Argentina Buenos Aires, Argentina
Citizen of Argentina Citizen of Argentina
12. Hector Freddy Morales 6. James Peter Scriven
Director Chief Financial Officer
Reconquista 151 Reconquista 151
1003 Capital Federal 1003 Capital Federal
Buenos Aires, Argentina Buenos Aires, Argentina
Citizen of Argentina Citizen of Argentina
Executive Officers: 7. Andres Ocampo
1. Harold Joseph Freiman Legal Corporate Manager
Chief Executive Officer Reconquista 151
Reconquista 151 1003 Capital Federal
1003 Capital Federal Buenos Aires, Argentina
Buenos Aires, Argentina Citizen of Argentina
Citizen of the United States
8. Jeffrey Scott Hoberman
2. Roberto Apelbaum Insurance Manager
Vice President Project Financing Reconquista 151
and Administration 1003 Capital Federal
Reconquista 151 Buenos Aires, Argentina
1003 Capital Federal Citizen of the United States
Buenos Aires, Argentina
Citizen of Argentina 9. Max Chion
Business Development
3. Clarisa Diana Lifsic Reconquista 151
Vice President Controller 1003 Capital Federal
Reconquista 151 Buenos Aires, Argentina
1003 Capital Federal Citizen of Argentina
Buenos Aires, Argentina
Citizen of Argentina 10. Fernanda Torquati
Operations Manager and Bookkeeping
4. Gustavo Daniel Efkanian Reconquista 151
Vice President Delinquency 1003 Capital Federal
Reconquista 151 Buenos Aires, Argentina
1003 Capital Federal Citizen of Argentina
Buenos Aires, Argentina
Citizen of Argentina
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<PAGE>
11. Juan Daireaux
Risk Analysis Manager
Reconquista 151
1003 Capital Federal
Buenos Aires, Argentina
Citizen of Argentina
12. Luis Bellini
Corporate Business Manager
Reconquista 151
1003 Capital Federal
Buenos Aires, Argentina
Citizen of Argentina
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<PAGE>
SIGNATURE
After reasonable inquiry and to the best of her knowledge and belief,
the undersigned certifies that the information set forth in this Statement on
Schedule 13D is true, complete and correct.
DATED: May 30, 2000
Banco Hipotecario S.A.
____________________________
/s/ Clarisa D. Lifsic
Clarisa D. Lifsic
Director
-8-
<PAGE>
EXHIBIT INDEX
Exhibit No. Description
___________ ___________
1. Stock Purchase Agreement, dated May 22, 2000, by and between
Banco Hipotecario S.A. and Donaldson, Lufkin & Jenrette
Securities Corporation.
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<PAGE>
Exhibit 1
STOCK PURCHASE AGREEMENT
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