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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 7 )*
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Grease Monkey Holding Corporation, a Utah corporation
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
389900 10 1
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(CUSIP Number)
Brownlie, Wallace, Armstrong and Bander Exploration,
475 Seventeenth St., Ste. 1300
Denver, CO 80202
(303) 295-0565
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
June 30, 1997
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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 this 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).
(Continued on following page(s))
Page 1 of 5 Pages
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CUSIP No. 389900 10 1 13D Page 2 of 5 Pages
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(1) Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above
Persons
Jerry D. Armstrong
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(2) Check the Appropriate Box if a Member (a) / /
of a Group* (b) / /
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(3) SEC Use Only
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(4) Source of Funds*
00
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(5) Check 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
U.S. Citizen
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Number of Shares (7) Sole Voting
Beneficially Owned Power 624,351 (**Includes 88,925 warrants
by Each Reporting to purchase Common Stock, 30,000
Person With options to purchase Common Stock,
and 66,606 shares of Common Stock
underlying Series C Convertible
Preferred Stock)
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(8) Shared Voting
Power N/A
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(9) Sole Dispositive
Power 624,351**
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(10) Shared Dispositive
Power N/A
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(11) Aggregate Amount Beneficially Owned by Each Reporting Person
624,351**
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(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares*
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(13) Percent of Class Represented by Amount in Row (11)
13.1
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(14) Type of Reporting Person*
IN
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*SEE INSTRUCTION BEFORE FILLING OUT!
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SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
NAME OF ISSUER: Grease Monkey Holding Corporation,
a Utah corporation
NAME OF REPORTING PERSON: Jerry D. Armstrong
ITEM 1. SECURITY AND ISSUER.
(a) $0.03 Par Value Common Stock
(b) Grease Monkey Holding Corporation
216 Sixteenth Street, Suite 1100
Denver, Colorado 80202
ITEM 2. IDENTITY AND BACKGROUND.
(a) Jerry D. Armstrong
(b) Brownlie Wallace Armstrong and Bander Exploration
475 Seventeenth Street, Suite 1300
Denver, Colorado 80202
(c) Partner of Brownlie Wallace Armstrong and Bander Exploration
475 Seventeenth Street, Suite 1300
Denver, Colorado 80202
(d) No
(e) No
(f) United States
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
(a) 259,560 shares of $0.03 par value common stock, 665.16 shares of Class C
preferred stock that are convertible into 26,606 shares of $0.03 par value
common stock and warrants representing the right to purchase 88,925 shares
of $0.03 par value common stock are being acquired in partial consideration
of the redemption of all of the Reporting Person's shares of common stock
in First of September Corporation in accordance with the Liquidation and
Dissolution Agreement of First of September Corporation dated June 30,
1997.
(b) No part of the purchase price is or will be represented by borrowed funds.
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ITEM 4. PURPOSE OF TRANSACTION.
The purpose of the acquisition of the securities of the issuer is to hold
such shares for investment purposes.
(a) through (j) N/A
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) 624,351 shares of common stock, which includes presently exercisable
warrants to purchase 88,925 shares of common stock, presently exercisable
options to purchase 30,000 shares of common stock, and 66,606 shares of
common stock underlying presently convertible Series C Preferred Stock
(which does not include accumulated unpaid dividends). The 624,351 shares
represent Thirteen and One Tenth percent (13.1%) of the total outstanding
shares of common stock assuming Mr. Armstrong's options and warrants are
exercised and his Series C Preferred Stock is converted.
(b) 624,351 shares as to which there is sole voting power.
0 shares as to which there is shared voting power.
624,351 shares as to which there is sole dispositive power.
0 shares as to which there is shared dispositive power.
(c) None
(d) N/A
(e) N/A
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS, OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
N/A
ITEM 7. MATERIALS TO BE FILED AS EXHIBITS.
N/A
2
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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.
June 30, 1997 /s/ Jerry D. Armstrong
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Date Jerry D. Armstrong
3
