UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
COLORADO WYOMING RESERVE COMPANY
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(Name of Issuer)
COMMON STOCK, $.01 PAR VALUE
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(Title of Class of Securities)
628652109
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(CUSIP Number)
MARCH 2, 1998
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
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* 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 the
disclosures provided in a prior cover page.
The information required in 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. 628652109 SCHEDULE 13G PAGE 2 OF 4
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1 NAMES OF REPORTING PERSON
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
Sayed Consulting, Inc. - IRS# 88-0305801
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Nevada
5 SOLE VOTING POWER
NUMBER OF 300,000 shares (See: Item 4.)
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY
EACH 7 SOLE DISPOSITIVE POWER
REPORTING
PERSON 300,000 shares (See: Item 4.)
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
300,000 shares (See: Item 4.)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
(See Instructions)
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Approximately 11.2% based upon 2,417,694 shares of Common Stock
outstanding as of the date hereof, and giving effect to the additional
250,000 option shares to be issued as described in Item 4.
12 TYPE OF REPORTING PERSON (See Instructions)
CO
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CUSIP NO. 628652109 SCHEDULE 13G PAGE 3 OF 4
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Item 1.
(a) Name of Issuer: COLORADO WYOMING RESERVE COMPANY
(b) Address of Issuer's Principal Executive Offices:
751 HORIZON COURT, SUITE 705, GRAND JUNCTION, CO 81506
Item 2.
(a) Name of Person Filing: SAYED CONSULTING, INC.
(b) Address of Principal Business Office or, if none, Residence:
1370 S. VALLEY VISTA DRIVE, SUITE 125, DIAMOND BAR, CA 91765
(c) Citizenship: NEVADA CORPORATION
(d) Title of Class of Securities: COMMON STOCK, $.01 PAR VALUE
(e) CUSIP Number: 628652109
Item 3. If this statement is filed pursuant to Rule 13d-1(b) or 13d-2(b) or (c),
check whether the person filing is a:
NOT APPLICABLE
Item 4. Ownership
(a) Amount Beneficially Owned: 300,000 SHARES **
(b) Percent of Class: 11.2% ***
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote: 300,000 SHARES
(ii) Shared power to vote or to direct the vote:
(iii) Sole power to dispose or to direct the disposition of:
300,000 SHARES
iv) Shared power to dispose or to direct the disposition of:
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** Includes 50,000 shares registered under a Form S-8, an option to purchase
50,000 shares at an exercise price of $1.00 per share which expires March
31, 1998, and an option to purchase 200,000 shares at an exercise price of
$1.75 per share, which expires at midnight on January 29, 2008.
*** Based upon 2,417,694 shares of Common Stock outstanding as of the date
hereof, and giving effect to the additional 250,000 option shares to be
issued as described in Item 4.
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CUSIP NO. 628652109 SCHEDULE 13G PAGE 4 OF 4
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Item 5. Ownership of Five Percent or Less of a Class:
NOT APPLICABLE
Item 6. Ownership of More than Five Percent on Behalf of Another Person:
WASEEM A. SAYED IS PRESIDENT OF SAYED CONSULTING, INC. AND OWNS 100%
OF THE OUTSTANDING SHARES.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on By the Parent Holding Company:
NOT APPLICABLE
Item 8. Identification and Classification of Members of the Group:
NOT APPLICABLE
Item 9. Notice of Dissolution of Group:
NOT APPLICABLE
Item 10. Certification:
BY SIGNING BELOW I CERTIFY THAT, TO THE BEST OF MY KNOWLEDGE
AND BELIEF, THE SECURITIES REFERRED TO ABOVE WERE NOT ACQUIRED AND ARE NOT HELD
FOR THE PURPOSE OF OR WITH THE EFFECT OF CHANGING OR INFLUENCING THE CONTROL OF
THE ISSUER OF THE SECURITIES AND WERE NOT ACQUIRED AND ARE NOT HELD IN
CONNECTION WITH OR AS A PARTICIPANT IN ANY TRANSACTION HAVING THAT PURPOSE OR
EFFECT.
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.
Dated: March 19, 1998 SAYED CONSULTING, INC.
By: /S/ WASEEM A. SAYED
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Waseem A. Sayed, Ph.D.
President
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