<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
AMENDED AND RESTATED
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 24)*
Intek Diversified Corporation
_______________________________________________________________________________
(Name of Issuer)
Common Stock, par value $.01 per share
_______________________________________________________________________________
(Title of Class of Securities)
458134 10 3
______________________________
(CUSIP Number)
Nicholas R. Wilson
Chairman
Intek Diversified Corporation
970 West 190th Street, Suite 720
Torrance, California 90502
(310) 366-7335
_______________________________________________________________________________
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
January 3, 1997
_______________________________________________________
(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 of
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 3d-(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).
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_____________________ ____________________
CUSIP NO. 458134 10 3 13D PAGE 2 OF PAGES
_______________________________________________________________________________
1 NAME OF REPORTING PERSONS
S.S. OF I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Simmonds Capital Limited
_______________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
_______________________________________________________________________________
3 SEC USE ONLY
_______________________________________________________________________________
4 SOURCE OF FUNDS*
wc; oo
_______________________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) or 2(e) [ ]
_______________________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Canada
_______________________________________________________________________________
7 SOLE VOTING POWER
4,365,850
NUMBER OF
SHARES ______________________________________________
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH --
REPORTING
PERSON WITH ______________________________________________
9 SOLE DISPOSITIVE POWER
4,365,850
______________________________________________
10 SHARED DISPOSITIVE POWER
--
_______________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,365,850
_______________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* [ ]
_______________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
10.9%
_______________________________________________________________________________
14 TYPE OF REPORTING PERSON*
CO
_______________________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
CUSIP NO. 458134 10 3
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SCHEDULE 13D
The Schedule 13D filed on March 7, 1994 (the "Schedule 13D") and amended on
March 29, 1994 ("Amendment No. 1"), on July 22, 1994 ("Amendment No. 2"), on
September 23, 1994 ("Amendment No. 3"), on April 10, 1995 ("Amendment No.
4"),on May 10, 1995 ("Amendment No. 5"), on June 5, 1995 ("Amendment No. 6"),
on June 9, 1995 ("Amendment No. 7"), on June 26, 1995 ("Amendment No. 8"), on
July 10, 1995 ("Amendment No. 9"), on August 9, 1995 ("Amendment No. 10"), on
November 27, 1995 ("Amendment No. 11"), on March 18, 1996 ("Amendment No. 12"),
On April 8, 1996 ("Amendment No. 13"), on April 16, 1996 ("Amendment No. 14"),
on April 23, 1996 ("Amendment No. 15"), on June 10, 1996 ("Amendment No. 16"),
on June 27, 1996 ("Amendment No. 17"), on July 12, 1996 ("Amendment No. 18"),
on September 30, 1996 ("Amendment No. 19"), on October 15, 1996 ("Amendment No.
20"), on November 6 , 1996 ("Amendment No. 21"), as restated and amended on
November 30, 1996 ("Amendment No. 22"), and as amended on December 27, 1996
("Amendment No. 23") on behalf of Simmonds Capital Limited ("SCL") is hereby
further amended as follows:
Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
-------------------------------------------------
The second sentence of Item 3 of the Schedule 13D is amended by deleting the
sentence entirely and inserting the following:
After the exercise of a portion of the options to purchase 1,566,666 shares of
Common stock as described I subparagraph (g) of this item 13D , and the
disposition of 2,500,000 shares as described in Item 5 subparagraphs (c), (h),
(j), (k), (m), (n), (o), (q), (r), and (s) and the acquisition of 10,000 shares
as described in subparagraph (t) of this Schedule 13D, SCL is the beneficial
owner of 4,365,850 shares of Common Stock (inclusive of 233,334 unexercised
options).
Item 3 of the Schedule 13D is further amended by deleting the last sentence of
subparagraph (g) and inserting the following:
On March 1, 1996, April 8, 1996, April 29, 1996, May 24, 1996, July 2, 1996,
August 30, 1996, October 1, 1996, October 31, 1996, November 30, 1996 and
January 3, 1997 SCL exercised 200,000, 50,000, 150,000, 200,000, 200,000,
200,000, 66,667, 133,333, 133,333 and 233,333 respectively, of the foregoing
options to purchase shares of Common Stock from Roamer One Holdings, Inc.
Item 4. PURPOSE OF THE TRANSACTION
--------------------------
Item 4 of the Schedule 13D is amended by deleting the last sentence of the
fourth last paragraph and inserting the following:
On March 1, 1996, April 8, 1996, April 29, 1996, May 24, 1996, July 2, 1996,
August 30, 1996, October 1, 1996, October 31, 1996, November 30, 1996 and
January 3, 1997 SCL exercised 200,000, 50,000, 150,000, 200,000, 200,000,
200,000, 66,667, 133,333, 133,333 and 233,333 respectively, of the foregoing
options to purchase shares of Common Stock from Roamer One Holdings, Inc.
Item 5. INTEREST IN SECURITIES OF THE ISSUER
------------------------------------
Subparagraph (l) of Item 5. of the Schedule 13D is amended by deleting the last
sentence and inserting the following:
On March 1, 1996, April 8, 1996, April 29, 1996, May 24, 1996, July 2, 1996,
August 30, 1996, October 1, 1996, October 31, 1996, November 30, 1996 and
January 3, 1997 SCL exercised 200,000, 50,000, 150,000, 200,000, 200,000,
200,000, 66,667, 133,333, 133,333 and 233,333 respectively, of the foregoing
options to purchase shares of Common Stock from Roamer One Holdings, Inc.
Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
---------------------------------------------------------------------
TO SECURITIES OF THE ISSUER
---------------------------
The fourth paragraph of Item 6 of the Schedule 13D is amended by deleting the
last sentence and inserting the following:
On March 1, 1996, April 8, 1996, April 29, 1996, May 24, 1996, July 2, 1996,
August 30, 1996, October 1, 1996, October 31, 1996, November 30, 1996 and
January 3, 1997 SCL exercised 200,000, 50,000, 150,000, 200,000, 200,000,
200,000, 66,667, 133,333, 133,333 and 233,333 respectively, of the foregoing
options to purchase shares of Common Stock from Roamer One Holdings, Inc.
Page 3 of 4 Pages
CUSIP NO. 458134 10 3
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After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth herein is true, complete and correct.
SIMMONDS CAPITAL LIMITED
January 21, 1997
_______________________________________________________
(Date)
/s/ David C. O'Kell
_______________________________________________________
(Signature)
David C. O'Kell, Executive Vice President and Secretary
_______________________________________________________
(Name/Title)