UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 3
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
Filing pursuant to Section 16(a) of the Securities Exchange Act of 1934,
Section 17(a) of the Public Utility Holding Company Act of 1935
or Section 30(f) of the Investment Company Act of 1940
1. Name and Address of Reporting Person
John R. Varsames
c/o eNote.com, Inc.
185 Allen Brook Lane
P.O. Box 1138
Williston, Vermont 05495
2. Date of Event Requiring Statement (Month/Day/Year)
04/05/99
3. IRS or Social Security Number of Reporting Person (Voluntary)
4. Issuer Name and Ticker or Trading Symbol
eNote.com, Inc. -- ENOT
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
( ) Director (X) 10% Owner (X) Officer (give title below) ( ) Other
(specify below)
President and Chief Executive Officer
6. If Amendment, Date of Original (Month/Day/Year)
7. Individual or Joint/Group Filing (Check Applicable Line)
( ) Form filed by One Reporting Person
(X) Form filed by More than One Reporting Person
<TABLE>
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Table I -- Non-Derivative Securities Beneficially Owned |
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1. Title of Security |2. Amount of |3. Ownership |4. Nature of Indirect |
| Securities | Form: | Beneficial Ownership |
| Beneficially | Direct(D) or | |
| Owned | Indirect(I) | |
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<S> <C> <C> <C>
| | | |
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Common Stock, par value $.01 per share | 7,080,000 |D(1) | |
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Common Stock, par value $.01 per share | 10,000 |I(2) |By daughter |
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Common Stock, par value $.01 per share | 10,000 |I(2) |By daughter |
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Common Stock, par value $.01 per share | 250,000 |I(3) |James D. Richards |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. (Over)
(Print or Type Responses) SEC1473(3/91)
*If the Form is filed by more than one Reporting Person, see Instruction 5(b)(v).
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Form 3 (continued) Table II - Derivative Securitites Beneficially Owned (e.g., puts, calls, warrants, options, convertible
securities)
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Table II -- Derivative Securitites Beneficially Owned |
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1.Title of Derivative |2.Date Exer- |3.Title and Amount | |4. Conver-|5. Owner- |6. Nature of Indirect |
Security | cisable and | of Underlying | |sion or |ship | Beneficial Ownership |
| Expiration | Securities | |exercise |Form of | |
| Date(Month/ |-----------------------|---------|price of |Deriv- | |
| Day/Year) | |Amount |deri- |ative | |
| Date | Expira- | |or |vative |Security: | |
| Exer- | tion | Title |Number of|Security |Direct(D) or | |
| cisable | Date | |Shares | |Indirect(I) | |
___________________________________________________________________________________________________________________________________|
<S> <C> <C> <C> <C> <C> <C> <C>
___________________________________________________________________________________________________________________________________|
___________________________________________________________________________________________________________________________________|
___________________________________________________________________________________________________________________________________|
___________________________________________________________________________________________________________________________________|
___________________________________________________________________________________________________________________________________|
</TABLE>
Explanation of Responses:
(1) See Attachment A.
(2) Mr. Varsames holds sole voting power for the 10,000 shares of Common Stock
held of record by each of his two daughters, Kristen Varsames and Lori Varsames,
pursuant to their proxies. Mr. Varsames does not have the power to dispose or
direct the disposition of the 10,000 shares of Common Stock held of record by
each of his daughters.
(3) Mr. Varsames holds sole voting power for 250,000 shares of Common Stock held
of record by James D. Richards III pursuant to a proxy from Mr. Richards. Mr.
Varsames does not have the power to dispose or direct the disposition of the
250,000 shares of Common Stock held of record by Mr. Richards.
***Intentional misstatements or omissions of facts constitute Federal Criminal
Violations.
See 18 U.S.C. 1001 and 15 U.S. C. 78ff(a).
/s/John R. Varsames
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9/9/99
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DATE
Note: File three copies of this Form, one of which must be manually signed. If
space provided is insufficient, See Instruction 6 for procedure
Potential persons who are to respond to the collection of information contained
in this form are not required to respond unless the form displays a currently
valid OMB Number.
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Attachment A
Joint Filer Information
Name: Heidi A. Varsames
Address: 10 Fairholt
Burlington, VT 05401
Designated Filer: John R. Varsames
Issuer: eNote.com, Inc (ENOT)
Statement For: 04/05/99
John and Heidi Varsames are husband and wife, and jointly hold the
7,080,000 shares of Common Stock reported herein. Mr. Varsames holds sole voting
power for these shares pursuant to a proxy from his wife, attached hereto as
Attachment B. Mr. Varsames shares the power to dispose or direct the disposition
of 7,080,000 shares of Common Stock with his wife.
Dated: September 9, 1999
Williston, VT
Heidi A. Varsames
By: ____________________
/s/ John R. Varsames
Authorized signatory (pursuant to proxy
attached hereto as Attachment B)
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Attachment B
PROXY
The undersigned, Heidi A. Varsames, being the joint holder of
7,080,000 shares of common stock, $.01 par value, of eNote.com, Inc., a Delaware
corporation (the "Company") (together with any shares of the Company which the
undersigned may acquire subsequent to the date hereof, the "Shares"), held
jointly with John R. Varsames, does hereby irrevocably constitute and appoint
John R. Varsames her true and lawful attorney, agent and proxy, to vote any or
all of the Shares on her behalf and in her name, place and stead, as her proxy
and representative, including without limitation to vote the Shares in any
election of directors of the Company and on any proposal submitted to
shareholders of the Company which may result in the merger, consolidation,
liquidation, reorganization or sale of all or substantially all of the assets of
the Company, and otherwise to exercise all voting rights and to enter into
agreements, on her behalf, with respect to the Shares in the same manner and to
the same extent as if he were the sole and absolute owner thereof in his own
right; and full power and authority are hereby conferred upon John R. Varsames
to do all such things within the power of a shareholder as may be incident to
the foregoing, including without limitation to attend meetings of the
shareholders of the Company or any continuations or adjournments thereof on the
undersigned's behalf, with full power of substitution and revocation and with
all the powers she would possess if personally present thereat, or to consent in
writing on the undersigned's behalf to any action of the shareholders of the
Company, or to file, on her behalf, any reports, forms or other such documents
regarding the Shares required under the Securities Exchange Act of 1934, as
amended.
This proxy is irrevocable, is coupled with an interest in the stock
itself and an interest in the Company generally, and given for good and valuable
consideration, the receipt and sufficiency of which is hereby acknowledged.
Any proxy or proxies heretofore given by the undersigned to any
person or persons with respect to the foregoing matters are hereby revoked. This
Proxy shall remain in full force and effect until terminated by an instrument in
writing signed by the undersigned or her heirs, legal representatives,
successors or assigns, as the case may be.
Dated as of April 5, 1999
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\s\ Heidi A. Varsames
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