UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
SCHEDULE 14f-1
INFORMATION STATEMENT
Pursuant to Section 14(f) of the
Securities Exchange Act of 1934
and Rule 14f-1 thereunder
CONSERVATION ANGLERS MFG., INC.
______________________________________________
(Name of Small Business Issuer in its charter)
Delaware 23-3030650
_______________________________ ______________________
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
11863 Wimbledon Circle, #418, Wellington, FL 33414
____________________________________________ __________
(Address of principal executive officers) (Zip Code)
Registrant's telephone number, including area code: (561) 389-6725
______________
________________________
INTRODUCTION
Conservation Anglers Mfg., Inc. ("CAM") was registered in the
State of Florida in January 2000. The Company is a real estate
holding and development company that specializes in developing
commercial, industrial and residential properties from undeveloped
raw land. And through its wholly owned subsidiary C. Anglers Mfg.
Inc., the Company is a pioneer in the biodegradable chemical
manufacturing industry offering lead free solutions to various
industrial needs.
On September 14, 2000, CAM entered into a Stock Exchange
Agreement (the "Agreement") with First Philadelphia Capital Corp.
(the "Company"). This Statement is being mailed on or about
November 27, 2000 to holders of record on September 14, 2000 of
the shares of Common Stock, par value $.0001 per share (the
"Common Stock") of the Company. It is being furnished in
connection with the merger and change of the Company's directors
effected on or around October 30, 2000.
As result of the Agreement between the Company and CAM, CAM has
merged into the Company and the Company has changed its name to
Conservation Anglers Mfg., Inc.
BACKGROUND OF TRANSACTION AND CHANGE IN CONTROL
Pursuant to the terms of the Agreement, 1,000 shares of Common
Stock of CAM shall convert into 4,700,000 shares of Common Stock of
the Company at the conversion rate of 1 to 4,700. In addition the
Company has accepted the return of, and cancelled, 4,700,000 shares
of Common Stock of the Company issued to FS Capital Markets Group Inc.
As a result of the Agreement, the Company has accepted the
resignation of Michael Tay, the Company's sole Director and Officer,
as of October 30, 2000, and appointed Solomon Lam as President,
Chief Executive Officer, Secretary-Treasurer and Chairman of the
Board of Directors.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
PRINCIPAL STOCKHOLDERS
The following table sets forth certain information known to
the Company with respect to beneficial ownership of the Company's
Common Stock as of November 27, 2000. Regarding the beneficial
ownership of the Company's Common Stock the table lists: (i) each
stockholder known by the Company to be the beneficial owner of more
than five percent (5%) of the Company's Common Stock, (ii) each
Director and Executive Officer and (iii) all Directors and Executive
Officer(s), of the Company as a group. Each of the persons named in
the table has sole voting and investment power with respect to
Common Stock beneficially owned.
<TABLE>
<CAPTION>
Name and Address (1) Number of Shares
of Beneficial Owner Beneficially Owned Percent of Class
_____________________________ __________________ ________________
<S> <C> <C>
Solomon Lam (2)(3) nil nil
11863 Wimbledon Circle
Suite #418
Wellington, FL 33414
Samantha Lam (4) 3,525,000 70.5%
11863 Wimbledon Circle
Suite #418
Wellington, FL 33414
Sara Lam (5) 1,175,000 23.5%
11863 Wimbledon Circle
Suite #418
Wellington, FL 33414
FS Capital Markets 300,000 6.0%
Group Inc. (6)
1422 Chestnut Street
Suite 410
Philadelphia, PA 19102
All Officers and Directors nil nil
(1 person)
</TABLE>
___________________________
(1) Unless otherwise noted, the Company believes that all persons
named in the above table have sole voting and dispositive power
with respect to all shares of common stock beneficially owned by
them.
(2) Solomon Lam disclaims beneficial ownership of the shares of
common stock owned by Samantha and Sara Lam.
(3) President, CEO, Secretary-Treasurer and Director of the Company.
(4) Samantha Lam disclaims beneficial ownership of the shares of
common stock owned by Sara Lam.
(5) Sara Lam disclaims beneficial ownership of the shares of
common stock owned by Samantha Lam.
(6) FS Capital Markets Group Inc. is controlled by Michael Tay, the
former President and Director of the Company. As the controlling
shareholder of FS Capital Markets Group Inc., Mr. Tay is deemed
to be the beneficial owner of the common stock of the Company
owned by FS Capital Markets Group Inc.
DIRECTORS AND EXECUTIVE OFFICERS
The following persons are the Directors and Executive Officers
of the Company after the merger:
Name Age Position(s)
__________________ ___ _____________________________________
Solomon Lam 47 President, Chief Executive Officer,
Secretary-Treasurer and Chairman of
the Board of Directors
Solomon Lam, President, Chief Executive Officer, Secretary-Treasurer
and Chairman of the Board of Directors. Mr. Lam, 47, founded the
Company in January 2000 and serves as the sole officer and director
of the Company. Mr. Lam received his Bachelor's degree in Business
Administration from Boston University in 1976. He was recruited by
Sears, Roebuck & Co. but decided to move northwest. He started a
very successful construction company in Vancouver specializing in
residential housing in 1977. In 1980, Mr. Lam started an additional
business with his wife, importing and wholesaling a wide range of
products including women fashions and accessories and residential
lighting systems from Europe. In 1989 he developed a 40-acre
residential subdivision yielding 34 lots which were sold out with
good result. In 1993, Mr. Lam built a 16-story hotel together with
a group of private investors in downtown Vancouver. The hotel was
sold as a turn-key operation at a very favorable profits for its
investors.
COMPENSATION OF DIRECTORS AND EXECUTIVE OFFICERS
The Company may award stock options and cash bonus to key
employees, directors, officers and consultants under a stock option
plan not yet adopted as bonus based on service and performance.
The annual salaries of executive officers are listed as follows:
Name and Principal Position Annual Salary
___________________________ _____________
Solomon Lam None
President, Chief Executive
Officer, Secretary-Treasurer
and Directors
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
Date: November 27, 2000
_________________
Conservation Anglers Mfg., Inc.
By: /s/ Solomon Lam
_____________________________
Solomon Lam, President, CEO
and Chairman of the Board of
Directors
