UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1)*
CHIEF CONSOLIDATED MINING COMPANY
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
168628 10 5
(CUSIP Number)
FAY M. MATSUKAGE, ESQ., 4582 S. ULSTER ST. PKWY. #201, DENVER, CO 80237,
303-721-9495
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
MAY 31, 1995
(Date of Event which Requires Filing of this Statement)
If the 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 Rule 13d-1(b)(3) or (4), check the following box [ ].
Check the following box if a fee is being paid with the statement [ ]. (A fee is
not required only if the reporting person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
NOTE: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) 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).
SEC 1746 (12-91)
<PAGE>
CUSIP NO. 168628 10 5 PAGE 2 OF 6 PAGES
SCHEDULE 13D
1 NAME OF REPORTING PERSON AKIKO GOLD RESOURCES LTD.
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 84-1319808
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 PURSU-
ANT TO ITEMS 2(d) OR 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
BRITISH COLUMBIA
NUMBER OF 7 SOLE VOTING POWER
SHARES BENE 85,000 WITH A RIGHT TO ACQUIRE AN ADDITIONAL
FICIALLY 750,000
SHARES.
OWNED BY 8 SHARED VOTING POWER
EACH REPORT -0-
ING PERSON
WITH 9 SOLE DISPOSITIVE POWER
85,000 WITH A RIGHT TO ACQUIRE AN ADDITIONAL
750,000 SHARES.
10 SHARED DISPOSITIVE POWER
-0-
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
85,000 WITH A RIGHT TO ACQUIRE AN ADDITIONAL 750,000 SHARES.
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.9 % (18.5% IF ADDITIONAL 750,000 SHARES ARE ACQUIRED)
14 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 2 OF 6
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
<PAGE>
CUSIP NO. 168628 10 5 PAGE 3 OF 6 PAGES
ITEM. 1 SECURITY AND ISSUER.
The class of equity securities to which this Schedule 13D relates is the Common
Stock of Chief Consolidated Mining Company (the "Issuer"). Its principal
executive offices are located at 866 Second Avenue, New York, New York 10017.
ITEM 2. IDENTITY AND BACKGROUND.
The person filing this statement is Akiko Gold Resources Ltd. ("Akiko"), a
British Columbia corporation, which is engaged in mining operations. Its
principal office is located at Suite 709 - 700 West Pender Street, Vancouver,
British Columbia, Canada V6C 1G8.
(a) - (c) The following is a list of directors, executive
officers, and control persons of Akiko, their business
addresses (if other than the principal office of Akiko), their
positions held with Akiko, and their present principal
occupations, as of May 31, 1995:
<TABLE>
<CAPTION>
NAME AND BUSINESS ADDRESS POSITION HELD WITH AKIKO PRINCIPAL OCCUPATION
<S> <C> <C>
President from May 1993 to
Stephen E. Flechner Chairman and present.
1800 Glenarm Place, Suite 210 President and Also President, CEO, and di
Denver, Colorado 80202 Chief Executive Officer rector of North Lily Mining
Company (mining company),
1800 Glenarm Place, Suite
210, Denver, Colorado 80202.
Herbert K. Fredrickson Director and President, Grout Tech Inc.
RR2 Engineering Consultant (mining consulting company),
Kemble, Ontario N0H 1S0 RR2, Kemble, Ontario N0H
1S0 CANADA, 1982 to pres
ent.
Raymond E. Irwin Director and May 1993 to present.
1800 Glenarm Place, Suite 210 Vice President Exploration Also, Vice President and direc
Denver, Colorado 80202 tor of North Lily Mining Com
pany (mining company), 1800
Glenarm Place, Suite 210,
Denver, Colorado 80202
Paul C. MacNeil Director Partner, Campney & Murphy
2100-1111 West Georgia St. (law firm), 2100-1111 West
Vancouver, B.C. V7X 1K9 Georgia St., Vancouver, Brit
CANADA ish Columbia V7X 1K9
CANADA.
Roland H. Ridler Director and President of Roland H. Ridler
2 Shaughnessy Blvd. Consulting Geologist and Associates Inc. (independ
Willowdale, Ontario M2J 1H5 ent geological consultants), 2
CANADA Shaughnessy Blvd.,
Willowdale, Ontario M2J 1H5,
CANADA.
</TABLE>
<PAGE>
CUSIP NO. 168628 10 5 PAGE 4 OF 6 PAGES
(d) During the past five years none of Akiko, its directors, executive
officers, and control persons has been convicted in a criminal
proceeding (excluding traffic violations or similar misdemean ors).
(e) During the past five years none of Akiko, its directors, executive
officers, and control persons has been party to a civil proceeding of a
judicial or administrative body as a result of which a judgment,
decree, or final order has been issued enjoining future violations of,
or prohibiting or mandating activities subject to, United States
federal or state securities laws or finding any violation with respect
to such laws.
(f) The citizenship of all the directors, executive officers, and control
persons of Akiko is Canadian, with the exceptions of Messrs. Flechner
and Irwin.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
In September, 1994, Akiko purchased a total of 285,000 shares of the Issuer's
common stock for $1,140,000 in cash. The funds with which Akiko purchased these
shares were obtained from subscriptions for treasury stock in the capital of
Akiko, which included the exercise of stock options by Messrs. Flechner, Irwin,
and Ridler and private placement subscriptions by Messrs. Michael Levinson,
Yasuo Takahashi, and Flechner and EBC Zurich AG.
Akiko sold a total of 200,000 shares of the Issuer's common stock for $800,000
in cash from May 25 to May 31, 1995, as set forth below.
<TABLE>
<CAPTION>
DATE AMOUNT SOLD PRICE PER SHARE WHERE AND HOW SOLD
($U.S.)
<S> <C> <C> <C>
May 25, 1995 5,000 $4.00 Private placement in Canada
May 25, 1995 5,000 $4.00 Private placement in Canada
May 25, 1995 5,000 $4.00 Private placement in Canada
May 31, 1995 135,000 $4.00 Private placement in Canada
May 31, 1995 25,000 $4.00 Private placement in Canada
May 31, 1995 15,000 $4.00 Private placement in Canada
May 31, 1995 10,000 $4.00 Private placement in Canada
</TABLE>
These sales were in the form of "units." Each unit consisted of three common
shares of the Company, three warrants for an additional share of the Company's
common stock, and one common share of the Issuer's common stock. The units were
sold for (U.S.) $5.00 per unit, of which (U.S.) $4.00 was attributable to one
share of the Issuer's common stock.
The funds which Akiko received from these sales was used to purchase additional
stock in the Issuer, pursuant to the agreement dated March 11, 1994.
<PAGE>
CUSIP NO. 168628 10 5 PAGE 5 OF 6 PAGES
ITEM 4. PURPOSE OF TRANSACTION.
Akiko acquired the shares of the Issuer's common stock for investment purposes.
(a) Akiko, pursuant to the terms of the March 11, 1994 agreement, has the
right to acquire an additional 750,000 shares of common stock of the
Issuer. Akiko used the funds provided from the sale of the 200,000
shares to fund the purchase of 250,000 shares of the Issuer's common
stock in June 1995.
None of Akiko, its directors, executive officers, and control persons has any
other present plans or proposals which relate to or would result in:
(b) an extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Issuer or any subsidiary
thereof;
(c) a sale or transfer of a material amount of assets of the Issuer or any
subsidiary thereof;
(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 divided policy of
the Issuer;
(f) any other material change in the Issuer's business or corporate
structure;
(g) changes in the Issuer's charter or bylaws or other actions which may
impede the acquisition of control of the Issuer by any person;
(h) causing a class of securities of the Issuer to be delisted from a stock
exchange or to cease to be authorized to be quoted on NASDAQ;
(i) a class of equity securities of the Issuer becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the
Securities Exchange Act; or
(j) any action similar to any of those enumerated above.
Notwithstanding the foregoing, Akiko will continue to review its investment in
the Issuer and reserves the right to change its intention with respect to any or
all of such matters.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) As of May 31, 1995, Akiko owned beneficially and of record 85,000
shares of common stock, representing 1.9% of the shares issued and
outstanding. As of May 31, 1995, Akiko had the right to purchase an
additional 750,000 shares, which would increase Akiko's share ownership
to 835,000 shares or 18.5%.
<PAGE>
CUSIP NO. 168628 10 5 PAGE 6 OF 6 PAGES
As of May 31, 1995, officers and directors of Akiko owned the Issuer's
common stock as follows:
<TABLE>
<CAPTION>
NAME NUMBER OF SHARES HELD PERCENT OF CLASS
---- --------------------- ----------------
<S> <C> <C>
Stephen E. Flechner 0 0
Herbert K. Fredickson 0 0
Raymond E. Irwin 0 0
Paul C. MacNeil 0 0
Roland H. Ridler 0 0
</TABLE>
(b) Akiko has the sole power to vote and to dispose of the shares.
(c) During the sixty days preceding May 31, 1995, Akiko sold shares of the
common stock of the Issuer, as described in Item 3 above.
(d) No 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,
Akiko's shares of common stock.
(e) Akiko continues to be the beneficial owner of more than five percent of
the outstanding common stock of the Issuer.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER.
On March 11, 1994, the Issuer and Akiko entered into an agreement which provided
for the acquisition by Akiko of an interest in certain properties owned by the
Issuer and up to 1,035,000 shares of the Issuer's common stock, and a joint
venture arrangement between the Issuer and Akiko. The joint venture arrangement
pertains to the operation of mining properties in the Tintic Mining District in
Juab and Utah counties, Utah.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
A copy of the March 11, 1994 agreement described in Item 6 above was filed as an
exhibit with the Schedule 13D dated September 30, 1994.
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.
AKIKO GOLD RESOURCES LTD.
Date: 24 February 1997 By:/s/Stephen E. Flechner
Stephen E. Flechner, President and
Chief Executive Officer
13D-5-95.AMD
<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. ____)*
CHIEF CONSOLIDATED MINING COMPANY
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
168628 10 5
(CUSIP Number)
(303) 721-9495
FAY M. MATSUKAGE, ESQ., 4582 S. ULSTER ST. PKWY. #201, DENVER, CO 80237
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
September 30, 1994
(Date of Event which Requires Filing of this Statement)
If the 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 Rule 13d-1(b)(3) or (4), check the following box [ ].
Check the following box if a fee is being paid with the statement [X]. (A fee is
not required only if the reporting person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
NOTE: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) 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).
SEC 1746 (12-91)
<PAGE>
CUSIP NO. 168628 10 5 PAGE 2 OF 5 PAGES
SCHEDULE 13D
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
AKIKO GOLD RESOURCES LTD.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSU-
ANT TO ITEMS 2(d) OR 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
BRITISH COLUMBIA
NUMBER OF 7 SOLE VOTING POWER
SHARES BENE 285,000 WITH A RIGHT TO ACQUIRE AN ADDITIONAL
FICIALLY 750,000
SHARES.
OWNED BY 8 SHARED VOTING POWER
EACH REPORT -0-
ING PERSON
WITH 9 SOLE DISPOSITIVE POWER
285,000 WITH A RIGHT TO ACQUIRE AN ADDITIONAL
750,000 SHARES.
10 SHARED DISPOSITIVE POWER
-0-
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
285,000 WITH A RIGHT TO ACQUIRE AN ADDITIONAL
750,000 SHARES.
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.3 % (19.7% IF ADDITIONAL 750,000 SHARES ARE ACQUIRED)
14 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 2 OF 6
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
<PAGE>
CUSIP NO. 168628 10 5 PAGE 3 OF 5 PAGES
ITEM. 1 SECURITY AND ISSUER.
The class of equity securities to which this Schedule 13D relates is the Common
Stock of Chief Consolidated Mining Company (the "Issuer"). Its principal
executive offices are located at 866 Second Avenue, New York, New York 10017.
ITEM 2. IDENTITY AND BACKGROUND.
The person filing this statement is Akiko Gold Resources Ltd. ("Akiko"), a
British Columbia corporation, which is engaged in mining operations. Its
principal office is located at Suite 709 - 700 West Pender Street, Vancouver,
British Columbia, Canada V6C 1G8.
(a)-(c) The following is a list of directors, executive officers, and control
persons of Akiko, their business addresses (if other than the principal
office of Akiko), their positions held with Akiko, and their present
principal occupations:
<TABLE>
<CAPTION>
NAME AND BUSINESS ADDRESS POSITIONS HELD WITH AKIKO PRINCIPAL OCCUPATION
<S> <C> <C>
Stephen E. Flechner President, Chief Executive Offi- President of Akiko
1800 Glenarm Place, Suite 210 cer, and Director
Denver, CO 80202
Raymond E. Irwin Vice President, Exploration and Vice President, Exploration of
4126 Garden Grove Lane Director Akiko
Charlotte, NC 28269
Paul C. MacNeill Director Partner, Campney & Murphy
2100 - 1111 West Georgia St. (law firm), Vancouver, British
Vancouver, B.C. Columbia
Canada
Roland H. Ridler Director President, Roland H. Ridler &
c/o 1 First Canadian Place Associates (independent
Suite 820 geological consultants), Toronto,
Toronto, Ontario Ontario
Canada
</TABLE>
(d) During the past five years none of Akiko, its directors, executive
officers, and control persons has been convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors).
(e) During the past five years none of Akiko, its directors, executive
officers, and control persons has been party to a civil proceeding of a
judicial or administrative body as a result of which a judgment,
decree, or final order has been issued enjoining future violations of,
or prohibiting or mandating activities subject to, United States
federal or state securities laws or finding any violation with respect
to such laws.
(f) The citizenship of all the directors, executive officers, and control
persons of Akiko is Canadian, with the exceptions of Messrs. Flechner
and Irwin.
<PAGE>
CUSIP NO. 168628 10 5 PAGE 4 OF 5 PAGES
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Akiko purchased a total of 285,000 shares of the Issuer's common stock for
$1,140,000 in cash. The funds with which Akiko purchased these shares were
obtained from subscriptions for treasury stock in the capital of Akiko, which
included the exercise of stock options by Messrs. Flechner, Irwin, and Ridler
and private placement subscriptions by Messrs. Michael Levinson, Yasuo
Takahashi, and Flechner and EBC Zurich AG.
ITEM 4. PURPOSE OF TRANSACTION.
Akiko acquired the shares of the Issuer's common stock for investment purposes.
(a) Pursuant to the terms of the agreement, Akiko may acquire 750,000
additional shares of common stock of the Issuer.
None of Akiko, its directors, executive officers, and control persons has any
other present plans or proposals which relate to or would result in:
(b) an extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Issuer or any subsidiary
thereof;
(c) a sale or transfer of a material amount of assets of the Issuer or any
subsidiary thereof;
(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 divided policy of
the Issuer;
(f) any other material change in the Issuer's business or corporate
structure;
(g) changes in the Issuer's charter or bylaws or other actions which may
impede the acquisition of control of the Issuer by any person;
(h) causing a class of securities of the Issuer to be delisted from a stock
exchange or to cease to be authorized to be quoted on NASDAQ;
(i) a class of equity securities of the Issuer becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the
Securities Exchange Act; or
(j) any action similar to any of those enumerated above.
Notwithstanding the foregoing, Akiko will continue to review its investment in
the Issuer and reserves the right to change its intention with respect to any or
all of such matters.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) As of September 30, 1994 and as of the date of this report, Akiko owns
beneficially and of record 285,000 shares of common stock, representing
6.3% of the shares issued and outstanding. Akiko has the right to
purchase an additional 750,000 shares, which would increase Akiko's
share ownership to 1,035,000 shares or 19.7%.
(b) Akiko has the sole power to vote and to dispose of the shares.
<PAGE>
CUSIP NO. 168628 10 5 PAGE 5 OF 5 PAGES
(c) During the sixty days preceding the date of this report, there have
been no transactions in the common stock by Akiko.
(d) No 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,
Akiko's shares of common stock.
(e) Akiko continues to be the beneficial owner of more than five percent of
the outstanding common stock of the Issuer.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
On March 11, 1994, the Issuer and Akiko entered into an agreement which provided
for the acquisition by Akiko of an interest in certain properties owned by the
Issuer and up to 1,035,000 shares of the Issuer's common stock, and a joint
venture arrangement between the Issuer and Akiko. The joint venture arrangement
pertains to the operation of mining properties in the Tintic Mining District in
Juab and Utah counties, Utah.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
A copy of the March 11, 1994 agreement described in Item 6 above is filed as an
exhibit.
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.
AKIKO GOLD RESOURCES LTD.
Date: February 2, 1995 By:/s/Stephen E. Flechner
Stephen E. Flechner, President and
Chief Executive Officer
1:schedule.13d
<PAGE>
