FIRST LONDON SECURITIES CORP
SC 13G, 1999-11-09
Previous: DEAD MANS POINT, 10SB12G, 1999-11-09
Next: HOTEL RESERVATIONS NETWORK INC, S-1, 1999-11-09











                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                  SCHEDULE 13G

                    Under the Securities Exchange Act of 1934

                                 (Amendment No....)
 ..............................................................................
    (Name of Issuer) ..........Armanino Foods of Distinction...............
    (Title of Class of Securities) ...Common Stock................
    (CUSIP Number) ......042166702............................................
 (Date of Event Which Requires Filing of this Statement) ..September 9, 1999...

Check the  appropriate box to designate the rule pursuant to which this Schedule
is filed:

Check the  appropriate box to designate the rule pursuant to which this Schedule
is filed:

[X ] Rule 13d-1(b)

[ ] Rule 13d-1(c)

[ ] Rule 13d-1(d)


*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 the
disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of 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).


Potential persons who are to respond to the collection of information  contained
in this form are not  required to respond  unless the form  displays a currently
valid OMB control number.



                                       1
<PAGE>



CUSIP No. ..042166702..........................................................
- --------------------------------------------------------------------------------
Names of Reporting Persons
I.R.S. Identification Nos. of Above Persons (entities only)
 ....... First London Securities Corp 75-2403252................................
- --------------------------------------------------------------------------------
 Check the Appropriate Box if a Member of a Group (See Instructions)...........
(a)............................................................................
(b)....XX......................................................................
- --------------------------------------------------------------------------------
 SEC Use Only .................................................................
- --------------------------------------------------------------------------------
 Citizenship or Place of Organization........Texas.............................
- --------------------------------------------------------------------------------
Number of Shares              5.  Sole Voting Power.........199,494............
Beneficially ____________________________________________________________
Owned                                6.  Shared Voting Power...................
by Each ____________________________________________________________
Reporting                           7.  Sole Dispositive Power....199,494......
Person ____________________________________________________________
With                                   8.  Shared Dispositive Power............
- --------------------------------------------------------------------------------
Aggregate Amount Beneficially Owned by Each Reporting Person...199,494.........
- --------------------------------------------------------------------------------
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions)
- --------------------------------------------------------------------------------
Percent of Class Represented by Amount in Row 9 ..............10.3%............
- --------------------------------------------------------------------------------
Type of Reporting Person (See Instructions)....................BD..............
- --------------------------------------------------------------------------------
 -------------------------------------------------------------------------------


                                       2
<PAGE>



Instructions for Cover Page
 Names and I.R.S. Identification Numbers of Reporting Persons---Furnish the full
legal  name of each  person  for whom the report is  filed---i.e.,  each  person
required to sign the schedule  itself---including each member of a group. Do not
include the name of a person  required to be identified in the report but who is
not a reporting  person.  Reporting  persons are also requested to furnish their
I.R.S. identification numbers, although disclosure of such numbers is voluntary,
not mandatory  (see "SPECIAL  INSTRUCTIONS  FOR  COMPLYING  WITH SCHEDULE  13G",
below). If any of the shares  beneficially  owned by a reporting person are held
as a member of a group and that membership is expressly  affirmed,  please check
row 2(a). If the reporting person disclaims membership in a group or describes a
relationship  with other  person but does not affirm the  existence  of a group,
please check row 2(b) [unless it is a joint filing  pursuant to in which case it
may not be necessary to check row 2(b)].
The third row is for SEC internal use; please leave blank.
 Citizenship  or  Place  of  Organization---Furnish  citizenship  if  the  named
reporting person is a natural person. Otherwise,  furnish place of organization.
- -, Aggregated Amount  Beneficially  Owned By Each Reporting Person,  etc.---Rows
(5) through (9) inclusive,  and (11) are to be completed in accordance  with the
provisions  of of Schedule  13G.  All  percentages  are to be rounded off to the
nearest tenth (one place after  decimal  point).  Check if the aggregate  amount
reported  as  beneficially  owned in row 9 does not  include  shares as to which
beneficial ownership is disclaimed pursuant to under the Securities Exchange Act
of 1934.  Type of Reporting  Person---Please  classify each  "reporting  person"
according  to the  following  breakdown  (see of  Schedule  13G) and  place  the
appropriate symbol on the form:

Category                                           Symbol
Broker Dealer                                        BD
Bank                                                 BK
Insurance Company                                    IC
Investment Company                                   IV
Investment Adviser                                   IA
Employee Benefit Plan or Endowment Fund              EP
Parent Holding Company/Control Person                HC
Savings Association                                  SA
Church Plan                                          CP
Corporation                                          CO
Partnership                                          PN
Individual                                           IN
Other                                                OO


Notes:
Attach as many copies of the second  part of the cover page as are  needed,  one
reporting person per page.

Filing persons may, in order to avoid unnecessary  duplication,  answer items on
the schedules  (Schedule 13D, 13G, or 14D-1) by appropriate  cross references to
an item or items on the cover page(s).  This approach may only be used where the
cover page item or items  provide all the  disclosure  required by the  schedule
item. Moreover, such a use of a cover page item will result in the item becoming
a part of the schedule and accordingly  being considered as "filed" for purposes
of of the  Securities  Exchange Act or otherwise  subject to the  liabilities of
that section of the Act.

Reporting persons may comply with their cover page filing requirements by filing
either  completed  copies  of the blank  forms  available  from the  Commission,
printed or typed  facsimiles,  or  computer  printed  facsimiles,  provided  the
documents  filed  have  identical   formats  to  the  forms  prescribed  in  the
Commission's  regulations and meet existing  Securities Exchange Act rules as to
such matters as clarity and size (Securities Exchange Act ).

              SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 13G

Under Sections , , and of the Securities  Exchange Act of 1934 and the rules
and  regulations  thereunder,  the Commission is authorized to solicit
the  information  required to be supplied by this  schedule by certain
security holders of certain issuers.




                                       3
<PAGE>



Disclosure of the  information  specified in this schedule is mandatory,  except
for  I.R.S.  identification  numbers  disclosure  of  which  is  voluntary.  The
information  will be used for the primary  purpose of determining and disclosing
the holdings of certain  beneficial  owners of certain equity  securities.  This
statement will be made a matter of public  record.  Therefore,  any  information
given will be available for inspection by any member of the public.

Because of the public nature of the  information,  the Commission can utilize it
for a variety of purposes,  including referral to other governmental authorities
or securities  self-regulatory  organizations for  investigatory  purposes or in
connection with litigation involving the Federal securities laws or other civil,
criminal or regulatory statues or provisions.  I.R.S. identification numbers, if
furnished,  will assist the  commission  in  identifying  security  holders and,
therefore,   in  promptly  processing  statements  of  beneficial  ownership  of
securities.

Failure to disclose the information requested by this schedule, except for
I.R.S. identification numbers, may result in civil or criminal action against
the persons involved for violation of the Federal securities laws and rules
promulgated thereunder.

                           General Instructions
A.    Statements  filed  pursuant to containing the  information  required by
      this  schedule  shall be filed not later than February 14 following the
      calendar year covered by the statement or within the time  specified in
      Rules  13d-1(b)(2)  and .  Statements  filed  pursuant to Rule 13d-1(c)
      shall be filed within the time specified in Rules  13d-1(c),  13d- 2(b)
      and 13d-2(d). Statements filed pursuant to Rule 13d-1(d) shall be filed
      not later than  February 14 following  the calendar year covered by the
      statement pursuant to Rules 13d-1(d) and 13d-2(b).

B.    Information  contained in a form which is required to be filed by rules
      under for the same calendar year as that covered by a statement on this
      schedule  may be  incorporated  by  reference in response to any of the
      items  of  this  schedule.  If  such  information  is  incorporated  by
      reference in this  schedule,  copies of the relevant pages of such form
      shall be filed as an exhibit to this schedule.

C.    The item  numbers and  captions of the items shall be included  but the
      text of the items is to be  omitted.  The answers to the items shall be
      so prepared as to indicate  clearly the  coverage of the items  without
      referring to the text of the items.  Answer  every item.  If an item is
      inapplicable or the answer is in the negative, so state.

Item 1
Item 1(a) Name of Issuer: ......Armanino Foods of Distinction, Inc............
Item 1(b) Address of Issuer's Principal Executive Offices:
             30588 San Antonio Street
             Hayward, CA 94544


Item 2
2(a) Name of Person Filing:
 .....First London Securities Corp............................................
2(b) Address or Principal Business Office or, if none, Residence:
              2600 State Street
              Dallas, TX 75204
2(c) Citizenship:
 ................Texas Corporation.............................................
2(d) Title of Class of Securities:
 .................Commom.......................................................
2(e) CUSIP No.:     042166702

Item 3.

If this  statement is filed  pursuant to Rules , or or (c),  check whether
the person filing is a:
         [X ] Broker or Dealer  registered  under of the Act.

         [ ] Bank as defined in  of the Act.

         [ ] Insurance Company as defined in  of the Act.

         [ ] Investment  company  registered under of the Investment Company Act
             of 1940.

         [ ] An investment adviser in accordance with ;

         [ ] An employee benefit plan or endowment fund in accordance with ;

         [ ] A parent holding company or control person in accordance with ;

         [ ] A savings associations as defined in  of the Federal Deposit
             Insurance Act (12 U.S.C. 1813);

         [ ] A church plan that is excluded from the definition of an investment
             company under of the Investment Company Act of 1940;

         [ ] Group, in accordance with .




                                       4
<PAGE>



Item 4. Ownership

Provide the following  information regarding the aggregate number and percentage
of the class of securities of the issuer identified in Item 1.
         Amount Beneficially Owned:
         .................199,494.............................................
         Percent of class
         ....................10.3%............................................
         Number of shares as to which such person has:

           Sole power to vote or to direct the vote .......199,494............
           Shared power to vote or to direct the vote ........................
           Sole power to dispose or to direct the disposition of ....199,494..
           Shared power to dispose or to direct the disposition of ...........
 Instruction.-For computations regarding securities which represent a right
 to acquire an underlying security see .

Item 5.

Ownership of 5 Percent or Less of a Class.  If this  statement is being filed to
report the fact that as of the date hereof the reporting person has ceased to be
the beneficial  owner of more than 5 percent of the class of  securities,  check
the following [ ].

Instruction. Dissolution of a group requires a response to this item.

Item 6. Ownership of More than 5 Percent on Behalf of Another Person

If any other person is known to have the right to receive or the power to direct
the  receipt  of  dividends  from,  or the  proceeds  from  the  sale  of,  such
securities,  a statement  to that effect  should be included in response to this
item and,  if such  interest  relates to more than 5 percent of the class,  such
person  should be  identified.  A listing of the  shareholders  of an investment
company  registered  under the or the  beneficiaries  of employee  benefit plan,
pension fund or endowment fund is not required.

Item 7.  Identification  and Classification of the Subsidiary Which Acquired the
Security Being Reported on By the Parent Holding Company or Control Person.

If a parent holding  company or control person has filed this schedule  pursuant
to Rule , so indicate  under and attach an exhibit  stating the identity and the
classification  of the  relevant  subsidiary.  If a parent  holding  company  or
control  person  has filed  this  schedule  pursuant  to or , attach an  exhibit
stating the identification of the relevant subsidiary.

Item 8. Identification and Classification of Members of the Group

If a group has filed this schedule pursuant to , so indicate under and attach an
exhibit stating the identity and  classification of each member of the group. If
a group has filed this schedule  pursuant to or , attach an exhibit  stating the
identity of each member of the group.

Item 9. Notice of Dissolution of Group

Notice of dissolution of a group may be furnished as an exhibit stating the date
of the  dissolution and that all further filings with respect to transactions in
the security reported on will be filed, if required, by members of the group, in
their individual capacity. See .





Item 10. Certifications
         The following certification shall be included if the statement is filed
pursuant to 240.13d-1(b):

         By  signing  below I  certify  that,  to the best of my  knowledge  and
         belief, the securities  referred to above were acquired and are held in
         the ordinary  course of business and were not acquired and are not held
         for the purpose of or with the effect of changing  or  influencing  the
         control of the issuer of the  securities  and were not acquired and are
         not held in  connection  with or as a  participant  in any  transaction
         having that purpose or effect.

         The following certification shall be included if the statement is filed
pursuant to 240.13d-1(c):

         By  signing  below I  certify  that,  to the best of my  knowledge  and
         belief, the securities  referred to above were not acquired and are not
         held for the purpose of or with the effect of  changing or  influencing
         the control of the issuer of the  securities  and were not acquired and
         are not held in connection  with or as a participant in any transaction
         having that purpose or effect.


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.

                                             .........10/10/99................
                                                        Dated
                                             .........//s//...................
                                                    Signature
                                             ....Douglas R. Nichols, President.
                                                    Name/Title



The  original  statement  shall be signed by each  person  on whose  behalf  the
statement is filed or his authorized representative.  If the statement is signed
on behalf of a person by his authorized  representative  other than an executive
officer  or   general   partner  of  the   filing   person,   evidence   of  the
representative's  authority to sign on behalf of such person shall be filed with
the  statement,  provided,  however,  that a power of attorney  for this purpose
which is already on file with the Commission may be  incorporated  by reference.
The name and any title of each person who signs the statement  shall be typed or
printed beneath his signature.

Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See for other parties for whom
copies are to be sent.

Attention: Intentional misstatements or omissions of fact constitute Federal
criminal violations (see ).






© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission