FORM 3
OMB Approval
OMB Number 3235-0104
Expires: February 1, 1994
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed
pursuant to Section 16(a) of the securities Exchange Act of 1934, Section 17(a)
of the Public Utility Holding Company Act of 1935 or Section 30(f) of the
Investment Company Act of 1940
___ Check if no longer subject to Section 16, Form 4 or Form 5, Obligation may
continue. See Instructions
_X_ Form 3 Holdings Reported
___ Form 4 Transaction
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<S> <C>
1. Name and Address of Reporting Person: Clements, Henry T.
3135 S.W. Mapp Road
Palm City, FL 34990
2. Date of Event Requiring Statement: 04/18/2000
3. IRS or SSN of Reporting Person:
4. Issuer Name and Ticker or Trading Symbol: Clements Golden Phoenix Enterprises, Inc.
5. Relation of Reporting Person to Issuer X Director
X 10% owner
X Officer (Title): Chairman of the Board,
President, CEO
_ Other (Specify)
6. If Amendment, Date of Original:
7. X Filed by One Reporting Person.
_ Filed by more than One Reporting Person.
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TABLE I - NON-DERIVATIVE SECURITIES BENEFICIALLY OWNED
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<S> <C>
1. Title of Security: Common Stock
2. Amount of Securities
Beneficially Owned: 6,792,000 (1)
3. Ownership Form;
Direct (D) or Indirect (I): D
4. Nature of Indirect Beneficial N/A
Ownership:
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*If the form is filed by more than one Reporting Person, see instruction 5(b)(v)
Reminder: Report on a separate Line for each class of securities beneficially
owned directly or indirectly.
(1) Mr. Clements acquired 1,566,667 and 8,333 shares on 12/31/99. He then gifted
46,000 shares, and then gifted another 56,000 shares, leaving him with 1,473,000
shares. These shares were forward split two (2) for one (1) on 8/38/00 and again
on 10/9/00, resulting in 5,892,000 shares. Mr. Clements was then issued 225,000
shares on 8/21/00 which were also forward split twice, totaling 900,000 shares.
All such shares total the current amount of 6,792,000 shares.
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TABLE II - DERIVATIVE SECURITIES BENEFICIALLY OWNED
1. Title of Derivative Security: N/A
2. Date Exercisable and Expiration Date:
3. Title and Amount of Underlying Securities:
4. Conversion or Exercise Price of Derivative
Securities:
5. Ownership of Derivative Securities; Direct (D) or Indirect (I):
6. Nature of Indirect Beneficial Ownership:
EXPLANATION OF RESPONSES:
/s/ Henry T. Clements Date: 12/13/2000
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Henry T. Clements
**Signature of Reporting Person
**Intentional misstatements or omissions of facts constitute Federal Criminal
Violations. See Sections 18 U.S.C. 1001, 15 U.S.C. 78ff(a).