SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Russian Imports.Com
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(Name of Issuer)
Common Stock, $0.001 Par Value
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(Title of Class of Securities)
78307R 10 6
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(CUSIP Number)
A. Rene Dervaes, Jr.
170 South County Road
Palm Beach, FL 33480
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
December 14, 2000
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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 which 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
<PAGE>
Act (However, see the Notes).
CUSIP No. 78307R 10 6
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1) Names of Reporting Persons/ I.R.S. Identification Nos. of Above Persons
(entities only):
A. Rene Dervaes Jr.
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2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b)
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3) SEC Use Only
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4) Sources of Funds (See Instructions): PF
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5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d)
or 2(e)
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6) Citizenship or Place of Organization: U.S.
Number of (7) Sole Voting Power: 6,775,000
Shares Bene-
ficially (8) Shared Voting Power -0-
Owned by
Each Report- (9) Sole Dispositive Power: 6,775,000
ing Person
With (10) Shared Dispositive Power -0-
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11) Aggregate Amount Beneficially Owned by Each Reporting Person:
6,775,000
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12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions)
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13) Percent of Class Represented by Amount in Row (11):
96.6%
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14) Type of Reporting Person (See Instructions): IN
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Item 1. Security and Issuer
This statement relates to the common stock, $0.001 par value ("Common
Stock") of Russian Imports.Com (the "Issuer"). The principal executive offices
of the Issuer are presently located at 827 State St. Suite 26, Santa Barbara, CA
93101.
Item 2. Identity and Background
This statement is filed by A. Rene Dervaes Jr., an individual. Mr. Dervaes'
principal occupation is that of a self employed investor. Mr. Dervaes' business
address is 827 State St. Suite 26, Santa Barbara, CA 93101.
During the last five (5) years, Mr. Dervaes has not been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors).
During the last five (5) years, Mr. Dervaes has not been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction as a
result of which such person was or is subject to a judgement, decree or final
order enjoining final violations of, or prohibiting or mandating activities
subject to federal or state securities laws or finding any violation with
respect to such laws.
Mr. Dervaes is a citizen of the United States.
Item 3. Source and Amount of Funds or Other Consideration
On December 14, 2000, A. Rene Dervaes, Jr. entered into an agreement with
Agata Gotova and Jeffrey Volpe, whereby Mr. Dervaes received 1,775,000 shares of
Common Stock, in
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exchange for cash in the amount of $336,000. The source of the cash was from Mr.
Dervaes' personal funds. On or about December 8, 2000, Mr. Dervaes was issued
2,000,000 additional shares of restricted common stock which were delivered on
December 14, 2000, in exchange for present and future services, and subscribed
to an additional 3,000,000 shares on December 14, 2000 in exchange for a
promissory note in the sum of $1,200,000. These transactions resulted in Mr.
Dervaes becoming the controlling shareholder of the Company.
Item 4. Purpose of Transaction
The purpose of the transaction was to grant control of the Issuer to Mr.
Dervaes. Mr. Dervaes' 6,775,000 shares of Common Stock is part of Mr. Dervaes'
investment portfolio. Mr. Dervaes is an affiliate shareholder of the Issuer, and
is seeking to promote the existing business of the Issuer.
Mr. Dervaes reserves the right to actively pursue various proposals which
could relate to or would result in:
a. The acquisition by any person of additional securities of the Issuer, or
the disposition of securities of the Issuer;
b. An extraordinary corporate transaction, such as a merger, reorganization
or liquidation, involving the Issuer or any of its subsidiaries;
c. A sale or transfer of a material amount of assets of the Issuer or any
of its subsidiaries;
d. Any change in the present board of directors or management of the
Issuer, including any plans or proposals to change the number or term of
directors or to fill any existing vacancies on the board;
e. Any material change in the present capitalization or dividend policy of
the Issuer;
f. Any other material change in the Issuer's business or corporate
structure;
g. Changes in the Issuer's charter, by-laws or instruments corresponding
thereto or other actions which may impede the acquisition of control of the
Issuer by any person;
h. A class of equity securities of the Issuer becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Act;
i. Any action similar to any of those enumerated above.
Item 5. Interest in Securities of the Issuer
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As of December 14, 2000, the aggregate number and percentage of class of
securities identified pursuant to Item 1 beneficially owned by each person named
in Item 2 may be found in rows 11 and 13 of the cover pages.
The powers of the Reporting person identified in the preceding paragraph
has relative to the shares discussed herein may be found in rows 7 through 10 of
the cover pages.
No transactions in the class of securities reported on were effected by any
of the persons named in this Item 5 during the past 60 days.
Item 6. Contracts, Arrangements, Understandings or Relationships with respect to
the Securities of the Issuer.
Except as set forth elsewhere in this Schedule 13D, there are no contracts,
arrangements, understandings or relationships among the Persons named in Item 2
and between such persons and any other person with respect to any securities of
the Issuer, including but not limited to the transfer of voting of any
securities, finder's fees, joint ventures, loan or option agreements, 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.
A. Acquisition Agreement (1)
B. Resignation of Agata Gotova (1)
C. Subscription Agreement of A. Rene Dervaes, Jr. (1)
(1) Incorporated herein by reference to the Company's 8-K filed with the
Commission on November 2, 2000.
SIGNATURES
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.
Dated: December 26, 2000
/s/ A. Rene Dervaes, Jr.
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A. Rene Derveas, Jr.
