ANSEL PROJECT INC
SC 13D, 1999-10-15
NON-OPERATING ESTABLISHMENTS
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                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC  20549

                                 ----------------

                                   SCHEDULE 13D

                   Under the Securities Exchange Act of 1934

                                ANSEL PROJECT, INC.
- ------------------------------------------------------------------------------
                                 (Name of Issuer)

                            Common Stock, no par value
- ------------------------------------------------------------------------------
                          (Title of Class of Securities)

                                  Not Yet Issued
- ------------------------------------------------------------------------------
                                  (CUSIP Number)

                         Corporate Management Services, Inc.
                               7899 West Frost Drive
                             Littleton, Colorado  80128
                                     303-979-3224

                                  George G. Andrews
                               7899 West Frost Drive
                             Littleton, Colorado  80128
                                     303-979-3224

                                  Barbara Davidson
                                2171 Jonathan Place
                              Boulder, Colorado  80304
                                     303-449-3338

                                  with a copy to:

                              Michael V. Anderson, Esq.
                           1655 Walnut Street, Suite 100
                              Boulder, Colorado  80302
                                     303-641-4457
- ------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive Notices
                           and Communications)

                                 October 15, 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 Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-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(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).

- ------------------------------------------------------------------------------
1    NAMES OF REPORTING PERSONS
     I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

     Corporate Management Services, Inc. ("CMS")
- ------------------------------------------------------------------------------
2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
     (a)[X]
     (b)[__]
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3    SEC USE ONLY

- ------------------------------------------------------------------------------
4    SOURCE OF FUNDS (SEE INSTRUCTIONS)

     CMS:  OO
- ------------------------------------------------------------------------------
5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
     TO ITEM 2(d) OR 2(e)[__]
- ------------------------------------------------------------------------------
6    CITIZENSHIP OR PLACE OF ORGANIZATION

     CMS:  Colorado, USA
- ------------------------------------------------------------------------------
                        7    SOLE VOTING POWER

                             CMS:  0
                        ------------------------------------------------------
       NUMBER OF        8    SHARED VOTING POWER
        SHARES
     BENEFICIALLY            CMS:  1,000,000
       OWNED BY         ------------------------------------------------------
         EACH           9    SOLE DISPOSITIVE POWER
      REPORTING
       PERSON                CMS:  0
        WITH            ------------------------------------------------------
                        10   SHARED DISPOSITIVE POWER

                             CMS:  1,000,000
                        ------------------------------------------------------


- ------------------------------------------------------------------------------
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     CMS:  1,000,000
- ------------------------------------------------------------------------------
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
     CERTAIN SHARES (SEE INSTRUCTIONS)[__]
- ------------------------------------------------------------------------------
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

     CMS:  81.3%
- ------------------------------------------------------------------------------
14   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

     CMS:  CO
- ------------------------------------------------------------------------------

     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).

- ------------------------------------------------------------------------------
1    NAMES OF REPORTING PERSONS
     I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

     George G. Andrews ("GA")
- ------------------------------------------------------------------------------
2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
     (a)[X]
     (b)[__]
- ------------------------------------------------------------------------------
3    SEC USE ONLY

- ------------------------------------------------------------------------------
4    SOURCE OF FUNDS (SEE INSTRUCTIONS)

     GA:  PF
- ------------------------------------------------------------------------------
5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
     TO ITEM 2(d) OR 2(e)[__]
- ------------------------------------------------------------------------------
6    CITIZENSHIP OR PLACE OF ORGANIZATION

     GA:  USA
- ------------------------------------------------------------------------------

                        7    SOLE VOTING POWER

                             GA:  10,000
                        ------------------------------------------------------
       NUMBER OF        8    SHARED VOTING POWER
        SHARES
     BENEFICIALLY            GA:  1,000,000
       OWNED BY         ------------------------------------------------------
         EACH           9    SOLE DISPOSITIVE POWER
      REPORTING
       PERSON                GA:  10,000
        WITH            ------------------------------------------------------
                        10   SHARED DISPOSITIVE POWER

                             GA:  1,000,000
                        ------------------------------------------------------


- ------------------------------------------------------------------------------
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     GA:  1,010,000
- ------------------------------------------------------------------------------
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
     CERTAIN SHARES (SEE INSTRUCTIONS)[__]
- ------------------------------------------------------------------------------
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

     GA:  82.1%
- ------------------------------------------------------------------------------
14   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

     GA:  IN
- ------------------------------------------------------------------------------

     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).

- ------------------------------------------------------------------------------
1    NAMES OF REPORTING PERSONS
     I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

     Barbara Davidson ("BD")
- ------------------------------------------------------------------------------
2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
     (a)[X]
     (b)[__]
- ------------------------------------------------------------------------------
3    SEC USE ONLY

- ------------------------------------------------------------------------------
4    SOURCE OF FUNDS (SEE INSTRUCTIONS)

     BD:  PF
- ------------------------------------------------------------------------------
5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
     TO ITEM 2(d) OR 2(e)[__]
- ------------------------------------------------------------------------------
6    CITIZENSHIP OR PLACE OF ORGANIZATION

     BD:  Canada
- ------------------------------------------------------------------------------
                        7    SOLE VOTING POWER

                             BD:  5,000
                        ------------------------------------------------------
       NUMBER OF        8    SHARED VOTING POWER
        SHARES
     BENEFICIALLY            BD:  1,000,000
       OWNED BY         ------------------------------------------------------
         EACH           9    SOLE DISPOSITIVE POWER
      REPORTING
       PERSON                BD:  5,000
        WITH            ------------------------------------------------------
                        10   SHARED DISPOSITIVE POWER

                             BD:  1,000,000
                        ------------------------------------------------------


- ------------------------------------------------------------------------------
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     BD:  1,005,000
- ------------------------------------------------------------------------------
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
     CERTAIN SHARES (SEE INSTRUCTIONS)[__]
- ------------------------------------------------------------------------------
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

     BD:  81.7%
- ------------------------------------------------------------------------------
14   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

     BD:  IN
- ------------------------------------------------------------------------------

Item 1.  Security and Issuer.

     Common Stock, no par value (the "Common Stock"), of Ansel Project, Inc.,
a Colorado corporation ("API").  The address of the principal executive
offices of API is 7899 West Frost Drive, Littleton, Colorado 80128.

Item 2.  Identity and Background.

     CMS is a Colorado corporation engaged in the business of providing
management, administrative, and marketing services.  The address of the
principal offices of CMS is 7899 West Frost Drive, Littleton, Colorado 80128.

     Neither CMS nor its sole executive officer, director, or any person
controlling or ultimately in control of CMS has, during the last five (5)
years, been convicted in a criminal proceeding or been 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 violation with respect to such laws.

     Information with regard to the name, citizenship, residence or business
address, present principal occupation or employment, and the name, principal
business, and address of any corporation or other organization in which such
employment is conducted for each executive officer, director, and persons
controlling CMS is as follows:

     CMS:

     Principal office:  7899 West Frost Drive, Littleton, Colorado 80128
     Principal business:  Management, administrative, and marketing services
     Place of organization:  Colorado, USA

     GA:

     George G. Andrews
     7899 West Frost Drive
     Littleton, Colorado  80128
     Present principal occupation or employment:  Consultant and private
     investor
     Principal business and address of organization in which employment
     conducted:  Consulting; 7899 West Frost Drive, Littleton, Colorado
     80128
     Citizenship:  USA

     BD:

     Barbara Davidson
     2171 Jonathan Place
     Boulder, Colorado  80304
     Present principal occupation or employment:  Homemaker and private
     investor
     Principal business and address of organization in which employment
     conducted:  Homemaker; 2171 Jonathan Place, Boulder, Colorado 80304
     Citizenship:  Canada

Item 3.  Source and Amount of Funds or Other Consideration.

     The securities owned by CMS were acquired in exchange for services
related to API management and organizational matters valued at $500.  The
securities owned by GA and BD were purchased for cash in the amount of $.20
per share.

Item 4.  Purpose of Transaction.

     API shares were acquired by all reporting persons for investment
purposes only.

     (a)  It is not anticipated that any additional API securities will be
acquired by any reporting persons; however, the carrying out of API's business
plan will require disposition of some or all of the issued and outstanding
securities of API.

     (b)  The business plan of API is to seek out, investigate, and pursue a
merger, acquisition, or other business combination with an entity desiring the
perceived benefits offered by API as a result of its having a class of
securities registered under the Exchange Act.  Presently, no agreements to
further API's business plan have been reached.

     (c)  None.

     (d)  None at present; however, it is likely that changes in API's
present board of directors and management will occur upon the completion of a
business combination.

     (e)  None.

     (f)  None.

     (g)  None.

     (h)  None.

     (i)  None.

     (j)  None.

Item 5.  Interest in Securities of the Issuer.

     (a)  CMS beneficially owns 1,000,000 shares of API Common Stock, which
represents 83.1% of the issued and outstanding shares of API Common Stock.
CMS is controlled by GA and BD, each of whom own 50% of its issued and
outstanding shares of Common Stock.  GA beneficially owns 1,010,000 shares of
API Common Stock, which represents 82.1% of the issued and outstanding shares
of API Common Stock.  This amount includes the shares of CMS and 5,000 shares
owned by his wife.  BD beneficially owns 1,005,000 shares of API Common Stock,
which represents 81.7% of the issued and outstanding shares of API Common
Stock, and includes the shares of CMS.

     (b)  GA has sole power to vote or direct the vote and to dispose or
direct the disposition of 10,000 shares.  BD has sole voting and dispositive
power of 5,000 shares.  CMS has no sole voting or dispositive power.  CMS, GA,
and BD have shared voting and dispositive power of 1,000,000 shares.

     (c)  There have been no transactions in API Common Stock effected by
CMS, GA, or BD during the past 60 days.

     (d)  Not applicable.

     (e)  Not applicable.

Item 6.  Contracts, Arrangements, Understandings or Relationships With Respect
to Securities of the Issuer.

     Neither CMS, GA, nor BD are parties to any contract, arrangement,
understanding, or relationship (legal or otherwise) with respect to any
securities of the issuer, including but not limited to agreements to transfer
or voting of any of the securities, finder's fees, joint ventures, loan or
option arrangements, puts or calls, guarantees of profits, division of profits
or loss, or the giving or withholding of proxies.

Item 7.  Material to be Filed as Exhibits.

     None.

                                    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.

Date:  October 15, 1999             CORPORATE MANAGEMENT SERVICES, INC.
                                    a Colorado corporation



                                    By:  /s/ George G. Andrews
                                         George G. Andrews, President

Date:  October 15, 1999



                                    /s/ George G. Andrews
                                    George G. Andrews

Date:  October 15, 1999



                                    /s/ Barbara Davidson
                                    Barbara Davidson


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