UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Virtual Gaming Enterprises Inc.
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(Name of Issuer)
$.001 Par Value Common Stock
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(Title of Class of Securities)
92824K205
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(CUSIP Number)
Walter Sanders, Chairman, 3753 Howard Hughes Parkway,
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Suite 200, Las Vegas, NV 89103 Telephone (702) 892-3742
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
August 31, 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 that is the subject of this Schedule 13D, and is filing this
schedule because of §§ 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 § 240.13d-7 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).
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CUSIP No. 92824K205
1.Names of Reporting Persons. I.R.S. Identification Nos. of above persons
(entities only).
Oasis Resorts International, Inc.
I.R.S. Identification No. 48-0680109
2.Check the Appropriate Box if a Member of a Group (See Instructions)
(a).
(b).
3.SEC Use Only
4.Source of Funds (See Instructions)
OO. Under a Stock Purchase Agreement, Oasis Resorts International Inc. ("Oasis")
issued 4,802,032 shares of its common stock to The Brinton Group Limited in
exchange for the 1,200,508 shares of Virtual Gaming Enterprises, Inc. ("VGAM").
While Oasis has physical possession of the VGAM shares properly endorsed, VGAM,
through its counsel, has indicated that it will not transfer the shares to
Oasis. Oasis intends to deliver the certificates to VGAM's transfer agent for
transfer into the name of Oasis.
5.Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or
2(e)
6.Citizenship or Place of Organization Nevada
-------------------------- 7. Sole Voting Power 1,200,508 (15%)
Number of Shares
Beneficially 8. Shared Voting Power
Owned by
Each 9. Sole Dispositive Power 1,200,508 (15%)
Reporting
Person With 10. Shared Dispositive Power
11.Aggregate Amount Beneficially Owned by Each Reporting Person
1,200,508 (15%)
12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions)
13.Percent of Class Represented by Amount in Row (11)
15%
14.Type of Reporting Person (See Instructions)
CO
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Item 1. Security and Issuer
$.001 par value common stock of Virtual Gaming Enterprises, Inc., a Nevada
corporation, 2580 Seascape Glen, Escondido, CA 92026.
Item 2. Identity and Background
(a) - (c) Oasis Resorts International, Inc., a Nevada corporation ("Oasis"),
principal business is to develop and operate resort hotel and gaming operations,
primarily in Tunisia, North Africa, and undeveloped land in Oasis, Nevada.
Walter Sanders, Chairman, 3753 Howard Hughes Parkway, Suite 200, Las Vegas, NV
89103 Telephone (702) 892-3742.
(d) Oasis has not, during the last five years, been convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors).
(e) Oasis has not, during the last five years, been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction and as
a result of such proceeding was or is subject to a 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) Nevada.
Item 3. Source and Amount of Funds or Other Consideration
Under a Stock Purchase Agreement, Oasis Resorts International Inc. ("Oasis")
issued 4,802,032 shares of its common stock to The Brinton Group Limited in
exchange for the 1,200,508 shares of Virtual Gaming Enterprises, Inc. ("VGAM").
While Oasis has physical possession of the VGAM shares properly endorsed, VGAM,
through its counsel, has indicated that it will not transfer the shares to
Oasis. Oasis intends to deliver the certificates to VGAM's transfer agent for
transfer into the name of Oasis.
Item 4. Purpose of Transaction.
The transaction was made for investment purposes. At the present time, Oasis
Resorts International, Inc. does not have any plans that 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;
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(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 including but not limited to, if the issuer is a
registered closed-end investment company, any plans or proposals to
make any changes in its investment policy for which a vote is
required by section 13 of the Investment Company Act of 1940;
(g)Changes in the issuer's charter, bylaws or instruments corresponding
thereto 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
national securities exchange or to cease to be authorized to be
quoted in an inter-dealer quotation system of a registered national
securities association;
(i)A class of equity securities of the issuer becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Act;
or
(j)Any action similar to any of those enumerated above.
Item 5. Interest in Securities of the Issuer
Oasis Resorts International, Inc. acquired 1,200,508 shares (15%) of the $.001
par value common stock of Virtual Gaming Enterprises, Inc.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer
None.
Item 7.Material to Be Filed as Exhibits
None.
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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.
Date: October 16, 2000
Signature: /s/ Leonard J. Roman
Name: Leonard J. Roman
Title: Chief Financial Officer, Director
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