<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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)
Q COMM INTERNATIONAL, INC.
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, par value $0.001 per share
- --------------------------------------------------------------------------------
(Title of Class of Securities)
74727M 10 8
- --------------------------------------------------------------------------------
(CUSIP Number)
Paul C. Hickey, c/o Q COMM International, Inc.
1145 South 1680 West, Orem, Utah 84058
(801) 226-4222
- --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
March 20, 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), 13d-1(f) or 13d-1(g), check the
following box [ ].
(Continues on following pages)
(Page 1 of 5 Pages)
<PAGE>
- ------------------------------- ----------------------------
CUSIP No. 74727M 10 8 13D Page 2 of 5 Pages
- ------------------------------- ----------------------------
- --------------------------------------------------------------------------------
1. NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Paul C. Hickey
- --------------------------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
- --------------------------------------------------------------------------------
3. SEC USE ONLY
- --------------------------------------------------------------------------------
4. SOURCE OF FUNDS
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
USA
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
7. SOLE VOTING POWER 3,537,155 shares
----------------------------------------------------------------
NUMBER OF 8. SHARED VOTING POWER Not applicable
SHARES
BENEFICIALLY
----------------------------------------------------------------
OWNED BY EACH 9. SOLE DISPOSITIVE POWER 3,537,155 shares
REPORTING
PERSON WITH
----------------------------------------------------------------
10 SHARED DISPOSITIVE POWER Not applicable
- --------------------------------------------------------------------------------
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,537,155 shares
- --------------------------------------------------------------------------------
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN
SHARES [ ]
- --------------------------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
40.5%
- --------------------------------------------------------------------------------
14. TYPE OF REPORTING PERSON
IN
- --------------------------------------------------------------------------------
<PAGE>
SCHEDULE 13D
Item 1
This statement relates to the Common Stock, par value $.001 per share of Q
COMM International, Inc. whose principal executive office is 1145 South 1680
West, Orem, Utah 84058.
Item 2
(a) Name of Person Filing. This Schedule 13D is being filed for Paul
C. Hickey.
(b) Address of Principal Business Office. The principal business
office of Mr. Hickey is 1145 South 1680 West, Orem, Utah 84058.
(c) Mr. Hickey is the Chief Executive Officer of Q COMM International,
Inc.
(d) During the last five years, Mr. Hickey has not been convicted in any
criminal proceeding.
(e) During the last five years, Mr. Hickey has not been a party to any
civil proceeding of a judicial or administrative body of competent
jurisdiction, which resulted in 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 violations with respect to such laws.
(f) Citizenship. Mr. Hickey is a United States citizen.
Item 3 Mr. Hickey acquired his shares of Q Comm in August 1998 through a
share exchange done to effect a reverse merger with certain
companies Mr. Hickey had founded in the early 1990's. The shares
that Mr. Hickey exchanged for Q Comm shares were valued at the fair
market value of Q Comm's common stock at the time of the reverse
merger.
Item 4 On March 20, 2000, Q Comm acquired Azore Acquisition Corporation, a
Nevada corporation ("Azore") as a wholly owned subsidiary through a
stock for stock exchange. Immediately following the exchange, Q Comm
and Azore entered into a Plan of Merger pursuant to which Azore was
merged with and into Q Comm. Upon completing the acquisition and
pursuant to Rule 12(g)-3(a) of the General Rules and Regulations of
the Securities and Exchange Commission, Q Comm became a successor
issuer to Azore for reporting purposes under the Securities Exchange
Act of 1934 and elected to report under said Act. As a result, Mr.
Hickey is required to file the information required by Schedule 13D
regarding the ownership of his shares of Q Comm.
Mr. Hickey acquired these shares for investment purposes only. He
has no plans, nor is he aware of any plans, to change the control of
the Company.
page 3 of 5 pages
<PAGE>
Item 5. Ownership
(a) Amount Beneficially Owned. As of the date hereof, Mr. Hickey owns
3,537,155 shares of the issuer's Common Stock.
Percent of Class. The shares of Common Stock held by Mr. Hickey
represent 40.5% of the Common Stock outstanding as of the date
hereof.
(b) Number of shares as to which such person has:
Sole power to vote or to direct the vote: 3,537,155
Shared power to vote or to direct the vote: 0
Sole power to dispose or to direct the disposition of: 3,537,155
Shared power to dispose or to direct the disposition of: 0
(c) N/A.
(d) N/A.
(e) N/A.
Item 6 Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer
N/A
Item 7 Exhibits
(1) N/A
(2) The Plan of Merger Between Q Comm International, Inc. and Azore
Acquisition Corporation as filed as Exhibit 1 of the Issuer's Form
8-K filed on March 20, 2000 is hereby incorporated by reference.
(3) N/A.
page 3 of 5 pages
<PAGE>
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.
DATE: March 29, 2000
By: /s/ Paul C. Hickey
--------------------------------
Name: Paul C. Hickey
Title: Chief Executive Officer
page 5 of 5 pages