APPLIED MEDICAL DEVICES INC
SC 13D/A, 1999-12-21
NON-OPERATING ESTABLISHMENTS
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<PAGE>   1

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                  Schedule 13D

                    Under the Securities Exchange Act of 1934
                              (Amendment Number 1)

                          APPLIED MEDICAL DEVICES, INC.
                                (Name of Issuer)


                          Common Stock, $.01 par value
                         (Title of Class of Securities)

                                    038223103
                                 (CUSIP Number)

                                  Gregory Pusey
                             1722 Buffehr Creek Road
                                 Vail, CO 81657
                                 (970) 479-2800
   (Name, Address and Telephone Number of Person Authorized to Receive Notices
                               and Communications)

                                December 1, 1999
             (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 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 Act (however, see
the Notes).




<PAGE>   2
(1)  Names of Reporting Persons I.R.S. Identification Nos. of Above Persons
     (entities only)

     Gregory Pusey

(2)  Check the Appropriate Box if a Member of a Group (See Instructions)
                                                                          (a)
                                                                          (b) X

(3)  SEC Use Only

(4)  Source of Funds (See Instructions)                                      PF

(5)  Check if Disclosure of Legal Proceedings is Required Pursuant to
     Items 2(d) or 2(e)

(6)  Citizenship or Place of Organization                                   USA

     Number of                    (7)  Sole Voting Power:                     0
     Shares Beneficially          (8)  Shared Voting Power:                   0
     Owned by Each Reporting      (9)  Sole Dispositive Power:                0
     Person With:                (10)  Shared Dispositive Power:              0

(11) Aggregate Amount Beneficially Owned by Each Reporting Person:            0

(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares
     (See Instructions)                                                       X

     Excludes 2,629,667 shares beneficially owned by the Reporting Person's
     wife, Jill J. Pusey doing business as Livingston Trading, Ltd., and an
     aggregate of 1,086,666 shares owned by Jill J. Pusey as custodian for the
     minor children of herself and the Reporting Person.

(13) Percent of Class Represented by Amount in Row (11):                      0%

(14) Type of Reporting Person (See Instructions):                            IN


                                      -2-
<PAGE>   3
(1)  Names of Reporting Persons I.R.S. Identification Nos. of Above Persons
     (entities only)

     Jill J. Pusey

(2)  Check the Appropriate Box if a Member of a Group (See Instructions)
                                                                          (a)
                                                                          (b) X

(3)  SEC Use Only

(4)  Source of Funds (See Instructions)                                      PF

(5)  Check if Disclosure of Legal Proceedings is Required Pursuant to
     Items 2(d) or 2(e)

(6)  Citizenship or Place of Organization                                   USA

     Number of       (7)  Sole Voting Power:     3,716,333, of which 1,086,666
     Shares                                      shares are held in the capacity
     Beneficially                                as custodian for the Reporting
     Owned by Each                               Person's minor children
     Reporting       (8)  Shared Voting Power:                                0
     Person With:    (9)  Sole Dispositive Power:             Same as (7) above
                    (10)  Shared Dispositive Power:                           0

(11) Aggregate Amount Beneficially Owned by Each Reporting Person:    3,716,333

(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares
     (See Instructions)

(13) Percent of Class Represented by Amount in Row (11):                    5.6%

(14) Type of Reporting Person (See Instructions):                            IN



                                      -3-
<PAGE>   4


Item 1.  Security and Issuer.

         (a)      Name and address of principal executive offices of issuer:

                  Applied Medical Devices, Inc.
                  1722 Buffehr Creek Road
                  Vail, Colorado  81657

         (b)      Title and class of equity securities:

                  Common Stock, $.01 par value (the "Common Stock")

Item 2.  Identity and Background.

         (a)      Name of person filing:

                  The persons filing this Statement are Gregory Pusey and Jill
                  J. Pusey. Ms. Pusey is the wife of Gregory Pusey and
                  beneficially owns shares in the name of Livingston Trading,
                  Ltd. and as custodian for Jacqueline Pusey and Christopher
                  Pusey, the minor children of Jill J. Pusey and Gregory Pusey.
                  An agreement among Gregory Pusey and Jill J. Pusey was filed
                  as Exhibit A to the initial filing on Schedule 13D made on or
                  about September 12, 1989.

         (b)      Residence or Business Address:

                  1722 Buffehr Creek Road
                  Vail, CO 81657

         (c)      Principal occupation:

                  Gregory Pusey                               Jill J. Pusey
                  Chairman of the Board of Directors          Private Investor
                  Nutrition For Life International, Inc.
                  9101 Jameel
                  Houston, TX 77040

         (d)      Criminal proceedings:

                  The Reporting Persons have not been, during the last five
                  years, convicted in any criminal proceeding.

         (e)      Civil Proceedings:

                  The Reporting Persons have not been, during the last five
                  years, a party to any civil proceedings of a judicial or
                  administrative body of competent jurisdiction as a result of
                  which that person would have been subject to any judgment,
                  decree or final order enjoining future violations of or
                  prohibiting or mandating activities subject to Federal or
                  State Securities laws or finding any violation with respect to
                  such laws.

         (f)      Citizenship:

                  The Reporting Persons are citizens of the USA.



                                      -4-
<PAGE>   5


Item 3.  Source and Amount of Funds or Other Consideration.

         The shares were acquired with personal funds.

Item 4.  Purpose of the Transaction.

         Securities of the Issuer have been acquired for investment purposes.
         The Reporting Persons do not have any plans or proposals relating to
         the matters described in (a) through (j) except that each supports the
         Issuer's previously expressed plan to identify another entity for
         purposes of an acquisition, merger or other of business combination.

Item 5.  Interests in Securities of the Issuer.

         (a)      Number of shares beneficially owned:

                  3,716,333 shares of Common Stock. Gregory Pusey disclaims
                  beneficial ownership of any of these shares.

                  Percent of class:

                  5.6%

         (b)      Rights with respect to the sole power to vote, direct the vote
                  of, or dispose of shares:

                  3,716,333

         (c)      Recent transactions:

                  During the 60 days preceding the filing of this Schedule 13D,
                  Gregory Pusey sold an aggregate of 1,293,000 shares of common
                  stock at an average price per share of $.058, in the public
                  securities markets. During this same period, Jill J. Pusey,
                  individually and as custodian for her minor children, sold an
                  aggregate of 1,217,000 shares of common stock at an average
                  price per share of $.068, in the public markets. The shares of
                  the Issuer are traded on the Electronic Bulletin Board System.

         (d)      Rights with respect to dividends or sales proceeds:

                  Not applicable.

         (e)      Date of cessation of five percent beneficial ownership:

                  Not applicable.

Item 6.  Contracts, Arrangements, Understandings or Relationships With Respect
         to Securities of the Issuer.

         Not applicable.

Item 7.  Material to be Filed as Exhibits.

         Not applicable.


                                      -5-
<PAGE>   6


                                    SIGNATURE

         After reasonable inquiry and to the best of each of the undersigned's
knowledge and belief, each of the undersigned certifies that the information set
forth in this statement is true, complete and correct.



Date:  December 17, 1999                     /s/ Gregory Pusey
       --------------------                 -----------------------------------
                                                 Gregory Pusey


Date: December 17, 1999                      /s/ Jill J. Pusey
      ---------------------                 -----------------------------------
                                                 Jill J. Pusey





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