SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: T.H. Lehman &
Co.,Incorporated
CENTRAL INDEX KEY: 0000721647
STANDARD INDUSTRIAL CLASSIFICATION: Holding & Other
Investment Offices [6700]
IRS NUMBER: 222442356
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0331
FILING VALUES:
FORM TYPE: SC 13D
SEC ACT:
SEC FILE NUMBER: 002-87738
FILM NUMBER:
BUSINESS ADDRESS:
STREET 1: 4900 Woodway, Suite 650
CITY: Houston
STATE: TX
ZIP: 77056
BUSINESS PHONE: 7136218404
MAIL ADDRESS:
STREET 1: 4900 Woodway, Suite 650
CITY: Houston
STATE: TX
ZIP: 77056
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: Swifton Capital Corp. N.V.
CENTRAL INDEX KEY: 0001070396
STANDARD INDUSTRIAL CLASSIFICATION: Holding & Other
Investment Offices [6700]
IRS NUMBER: None-Foreign Entity
STATE OF INCORPORATION: Netherlands
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13D
BUSINESS ADDRESS:
STREET 1: Kaya Richard J. Beaujon z/n
CITY: Curacao
STATE: Netherlands Antilles
ZIP: N/A
BUSINESS PHONE: 59997366277
MAIL ADDRESS:
STREET 1: Kaya Richard J. Beaujon z/n
CITY: Curacao
STATE: Netherlands Antilles
ZIP: N/A
<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. )*
T.H. Lehman & Co., Incorporated
(Name of Issuer)
Common Stock
(Title of Class of Securities)
525169-207
(CUSIP Number)
Gregory Elias
Intertrust (Curacao) N.V.
Kaya Richard J. Beaujon z/n
Curacao, Netherlands Antilles
59997366277
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
December 6, 1994
(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 [ ].
*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.
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<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).
- - ---------------------------------------------------------------------------
CUSIP No.: 525169-207
- - ---------------------------------------------------------------------------
1 NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
SWIFTON CAPITAL CORP. N.V. NONE - FOREIGN ENTITY
- - ---------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
- - ---------------------------------------------------------------------------
3 SEC USE ONLY
- - ---------------------------------------------------------------------------
4 SOURCE OF FUNDS WC
- - ---------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS [ ]
IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
- - ---------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION NETHERLAND
- - ---------------------------------------------------------------------------
NUMBER OF SHARES | 7 SOLE VOTING POWER 301,237
BENEFICIALLY |----------------------------------------------------
OWNED BY | 8 SHARED VOTING POWER -0-
EACH |----------------------------------------------------
REPORTING | 9 SOLE DISPOSITIVE POWER 301,237
PERSON |----------------------------------------------------
WITH | 10 SHARED DISPOSITIVE POWER -0-
- - ---------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH 301,237
REPORTING PERSON
- - ---------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [ ]
EXCLUDES CERTAIN SHARES
- - ---------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.5%
- - ---------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON CO
- - ---------------------------------------------------------------------------
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<PAGE>
Item 1. Security and Issuer
-------------------
This statement relates to the Common Stock, no par value (the
"Common Stock"), of T.H. Lehman & Co., Incorporated (the "Issuer").
Swifton Capital Corp. N.V. (the "Buyer") has purchased Common Stock of
the Issuer.
The principal executive offices of the Issuer are located at 4900
Woodway, Suite 650, Houston, Texas 77056.
Item 2. Identity and Background
-----------------------
This statement is being filed by the Buyer, which is a corporation
organized under the laws of the Netherlands. It conducts its principal
business operations from the Netherlands.
The Buyer is an open-end fund. The Buyer commenced operations on
October 24, 1990.
The principal investment objective of the Buyer is capital
appreciation, and it invests, primarily providing financing to both
privately and publicly held companies. The initial capitalization of the
Buyer occurred with the sale and issuance of its capital stock.
The Buyer has not during the last five years been (i) convicted in
a criminal proceeding, or (ii) a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction and as a
result of such proceeding was or is subject to judgment, decree and
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.
Item 3. Source and Amount of Funds or Other Consideration
-------------------------------------------------
The Buyer purchased 301,237 shares of Common Stock at $1.00 per
share in a private transaction from Convergent Solutions, Inc.
Item 4. Purpose of Transaction
----------------------
The Buyer holds a total of 301,237 shares of Common Stock and plans
to hold this stock as an investment. The Buyer may sell the Common
Stock from time to time in the open market or in privately negotiated
transactions.
Except as set forth in this Item 4, the Buyer has no present intent
or proposals that relate to or would result in: (i) the acquisition by
any person of additional securities of the Issuer, or the disposition of
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<PAGE>
securities of the Issuer; (ii) an extraordinary corporate transaction,
such as a merger, reorganization or liquidation, involving the Issuer
or any of its subsidiaries; (iii) a sale or transfer of a material amount
of assets of the Issuer or any of its subsidiaries; (iv) any change in
the present Board of Directors or management of the Issuer, including any
plans or proposals to change the number or term of Directors or to fill
any vacancies on the Board; (v) any material change in the present
capitalization or dividend policy of the Issuer; (vi) any other material
change in the Issuer 's business or corporate structure; (vii)changes in
the Issuer's charter, by-laws or instruments corresponding thereto or other
actions which may impede the acquisition of control of the Issuer by any
person;(viii) causing a class of securities of the Issuer to be delisted
from a national securities exchange or to cease to be authorized to be
quoted in an inter-dealer quotation system of a registered national
securities association; (ix) a class of equity securities of the Issuer
becoming eligible for termination of registration pursuant to Section
12(g)(4) of the Exchange Act; or (x)any action similar to those enumerated
above.
The Buyer reserves the right to determine in the future whether to
change the purpose or purposes described above or whether to adopt plans
or proposals of the type specified above.
Item 5. Interest in Securities of the Issuer
------------------------------------
On December 6, 1994, the Buyer entered into an agreement, whereby
the Buyer purchased a total of 301,237 shares of the Common Stock at $1.00
per share from Convergent Solutions, Inc.
The Buyer will have sole voting power and sole dispositive power
over the Common Stock that it holds. The Buyer has not been a party to any
transaction in the Common Stock other than the Agreement, in the last 60
days. The Buyer knows of no other person that has the right to receive or
or the power to direct the receipt of dividends from, or the proceeds from
the sale of the Common Stock.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect
--------------------------------------------------------------------
to Securities of the Issuer
---------------------------
Not applicable.
Item 7. Materials to be Filed as Exhibits
---------------------------------
None.
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<PAGE>
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this Schedule 13D is true,
complete and correct.
SWIFTON CAPITAL CORP. N.V.
By /s/ Gregory Elias
----------------------
Signature
October 20, 1998
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