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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
FLORAFAX INTERNATIONAL, INC.
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(Name of Issuer)
COMMON STOCK, $.01 PAR VALUE
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(Title of Class of Securities)
339825101
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(CUSIP Number)
ROBIN W. WILLIAMS
616 Azalea Lane
Vero Beach, Florida 32963
(561) 234-4144
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
November 9, 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. [ ]
NOTE. Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 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).
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CUSIP No. 339825101
<TABLE>
<S> <C> <C>
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1. Name of reporting persons Robin W. Williams
S.S. or I.R.S. Identification Nos. of Above Persons SSN: ###-##-####
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2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) [ ]
(b) [ x ]
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3. SEC Use Only
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4. Source of funds
PF - Personal Funds of Reporting Person
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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 or Organization
United States of America
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Number of 7. Sole Voting Power 125,168
Shares
Beneficially ---------------------------------------------------------------------------------------------------------------
Owned by Each
Reporting 8. Shared Voting Power 364,789
Person With
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9. Sole Dispositive Power 125,168
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10. Shared Dispositive Power 364,789
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11. Aggregate Amount Beneficially Owned by Each Reporting Person 489,957
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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): 6.18%
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14. Type of Reporting Person IN-Individual Person
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</TABLE>
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Item 1. Security and Issuer.
This Statement relates to the common stock (the "Common Stock"),
par value $.01 per share, of Florafax International, Inc. (the "Issuer"). The
address of the principal executive offices of the Company is 8075 20th Street,
Vero Beach, Florida, 32966.
Item 2. Identity and Background.
(a) This Statement is being filed by Robin W. Williams.
(b) Mrs. Williams' address is 616 Azalea Lane, Vero Beach,
Florida, 32963.
(c) Mrs. Williams is a housewife.
(d) During the past five years, Mrs. Williams has not been
convicted in a criminal proceeding.
(e) During the past five years, Mrs. Williams has not been a party
to a civil proceeding of a judicial or administrative body of competent
jurisdiction and as a result of which 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) Mrs. Williams is a citizen of the United States of America.
Item 3. Source and Amount of Funds or Other Consideration.
The source of funds used by Mrs. Williams to purchase the
securities of the Issuer was personal funds.
Item 4. Purpose of Transaction.
Mrs. Williams acquired the securities of the Issuer for investment
purposes. Mrs. Williams may acquire or dispose of securities of the Issuer,
including shares of Common Stock, directly or indirectly, in open-market or
privately negotiated transactions, depending upon the evaluation of the
performance and prospects of the Issuer by Mrs. Williams and upon other
developments and circumstances, including, but not limited to general economic
and business conditions and stock market conditions.
Item 5. Interest in Securities of the Issuer.
(a) Robin Williams is the beneficial owner of 489,957
shares representing 6.18% of the Common Stock of the Issuer. The 489,957
shares of Common Stock beneficially owned by Mrs. Williams includes:
(i) 39,285 shares of Common Stock owned solely by
Mrs. Williams;
(ii) 326,118 shares of Common Stock owned jointly by
Mrs. Williams and her husband Andrew W. Williams;
(iii) 85,883 shares of Common Stock owned by the Robin
Williams Family Trust, of which Mrs. Williams is
the Trustee; and
(iv) 38,671 shares of Common Stock as one of three
trustees for the Alvin W. Wunderlich, Jr.
Grandchildren Trust;
The number of shares beneficially owned by the Reporting Persons
and the percentage of outstanding shares represented thereby have been computed
in accordance with Rule 13d-3 under the Securities Exchange Act of 1934, as
amended. As of October 7, 1998 there were 7,929,223 shares of Common Stock of
the Issuer outstanding as reported in the Issuer's Annual Report on Form 10KSB
for the period ended August 31, 1998.
(b) (i) Robin W. Williams has the sole power (i) to vote or to
direct the voting of and (ii) to dispose and to direct the disposition of
125,168 shares of Common Stock beneficially owned by her.
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(ii) Robin W. Williams has the shared power (i) to vote or
to direct the voting of and (ii) to dispose and to direct the disposition of
364,789 shares of Common Stock beneficially owned by her.
(c) On October 22, 1998, the Board of Directors of Equity Resource
Group of Indian River County, Inc. ("ERG"), formerly the beneficial owner of
more than five percent of the Common Stock, declared a dividend for the
distribution of one share of the Common Stock for every seven shares of common
stock of ERG held by the shareholders of ERG as of the October 30, 1998 record
date. As a result of this dividend: (i) Robin W. Williams received 39,285
shares of Common Stock; (ii) 62,387 shares of Common Stock were distributed
jointly to Mrs. Williams and Mr. Williams; (iii) 63,383 shares of Common Stock
were distributed to the Robin W. Williams Family Trust; (iv) and 38,671 shares
of Common Stock were distributed to the Alvin W. Wunderlich, Jr. Grandchildren
Trust. The dividend distribution was effected at the offices of ERG by the
appropriate officer of ERG in Vero Beach, Florida.
(d) Not Applicable.
(e) Not Applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer.
Mrs. Williams is the wife of Andrew W. Williams who is also the
beneficial owner of more than 5% of the Common Stock.
Item 7. Material to be Filed as Exhibits.
Not Applicable.
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief,
the undersigned certifies that the information set forth in this statement is
true, complete and correct.
Dated: January 29, 1999
/s/ Robin W. Williams
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Robin W. Williams
