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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Loch Exploration, Inc.
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(Name of issuer)
Common Stock, par value $0.001 per share
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(Title of class of securities)
539577304
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(CUSIP number)
Charles Leaver
3200 Wilcrest, Suite 370
Houston, Texas 77042
(713) 784-2374
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(Name, address and telephone number of person authorized
to receive notices and communications)
December 31, 1998
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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 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.
(1) 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 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).
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CUSIP No. 539577304
(1) Names of Reporting Persons.
S.S. or I.R.S. Identification Nos. of Above Persons
Charles Leaver
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(2) Check the Appropriate Box if a Member of a Group*
(a) / /
(b) / /
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(3) SEC Use Only
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(4) Source of Funds*
OO
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(5) Check Box 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
United States
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(7) Sole Voting Power
1,440,000
NUMBER OF -------------------------------------------
SHARES (8) Shared Voting Power
BENEFICIALLY None
OWNED BY -------------------------------------------
EACH (9) Sole Dispositive Power
REPORTING
PERSON WITH 1,440,000
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(10) Shared Dispositive Power
None
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(11) Aggregate Amount Beneficially Owned by Each Reporting Person
1,440,000
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(12) Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares* / /
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(13) Percent of Class Represented by Amount in Row (11)
7.1%
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(14) Type of Reporting Person*
Charles Leaver IN
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ITEM 1. SECURITY AND ISSUER.
The title of the class of equity securities to which this statement
relates is common stock, par value $0.001 per share (the "Common Stock") of
Loch Exploration, Inc. ("LOCX") (the "Issuer"), a Texas corporation, 3200
Wilcrest, Suite 370, Houston, Texas 77042.
ITEM 2. IDENTITY AND BACKGROUND.
(a) Charles Leaver
(b) 3200 Wilcrest, Suite 370, Houston, Texas 77042.
(c) President, Loch Exploration, Inc.
(d) n/a
(e) n/a
(f) United States
ITEM 3. SOURCE AND AMOUNTS OF FUNDS OR OTHER CONSIDERATIONS.
Effective close of business December 31, 1998, Loch Exploration, Inc., a
Texas corporation acquired all of the stock of Design Automation Systems,
Inc., a Texas corporation ("DASI"). In connection with the acquisition, the
Company issued Charles Leaver, a shareholder of DASI, 1,440,000 shares of
authorized but unissued Company common stock, $.001 par value.
ITEM 4. PURPOSE OF TRANSACTION.
The Reporting Person acquired and continues to hold the securities of
the Issuer for investment purposes. The Reporting Person does not have any
present plans or proposals which relate to or would result in any of the
items described in Item 4 of Schedule 13D.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) 1,440,000 7.1%
(b) The number of shares of Common Stock as to which there is sole
power to vote or to direct a vote, shared power to vote or to direct the
vote, sole power to dispose or direct the disposition, or shared power to
dispose or direct the disposition for the Reporting Person is set forth in
the cover pages hereto, and such information is incorporated herein by
reference.
(c) See Item 3.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
n/a
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ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
n/a
After reasonable inquiry and to the best of its knowledge and belief, the
undersigned hereby certifies that the information set forth in this statement is
true, complete and correct.
DATED: February 9, 1999 CHARLES LEAVER
/s/ Charles Leaver
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By: Charles Leaver
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