SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. )(1)
Circuit Research Labs, Inc.
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock $.10 par value
- --------------------------------------------------------------------------------
(Title of Class of Securities)
17274320
- --------------------------------------------------------------------------------
(CUSIP Number)
James S. Freedman
4455 E. Camelback Road Suite 1608
Phoenix, Arizona 85018
(480)838-2242
- --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
September 30, 1999
- --------------------------------------------------------------------------------
(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 that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), 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.
(Continued on following pages)
(Page 1 of 4 Pages)
- ----------
(1) 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 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).
(SC13D-07/98)
<PAGE>
CUSIP No. 13D Page of Pages
17274320
________________________________________________________________________________
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Charles Jayson Brentlinger
________________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [_]
(b) [_]
________________________________________________________________________________
3 SEC USE ONLY
________________________________________________________________________________
4 SOURCE OF FUNDS*
PF
________________________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [_]
________________________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
________________________________________________________________________________
7 SOLE VOTING POWER
NUMBER OF 480,062 shares (308,812 purchased, 171,250 under contract to
purchase, see note)
SHARES _________________________________________________________________
8 SHARED VOTING POWER
BENEFICIALLY
0
OWNED BY
_________________________________________________________________
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 480,062 shares (308,812 purchased, 171,250 under contract to
purchase, see note)
PERSON _________________________________________________________________
10 SHARED DISPOSITIVE POWER
WITH
0
________________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
480,062 shares (308,812 purchased, 171,250 under contract to
purchase, see note)
________________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[_]
________________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
62.43 (See note)
________________________________________________________________________________
14 TYPE OF REPORTING PERSON*
IN
<PAGE>
CUSIP No. 13D Page of Pages
17274320
________________________________________________________________________________
Item 1. Security and Issuer.
This statement relates to common stock of Circuit Research Labs, Inc., an
Arizona corporation, whose principal executive office is located at 2522 West
Geneva Drive, Tempe, Arizona 85282.
________________________________________________________________________________
Item 2. Identity and Background.
The following information is submitted with respect to the person filing this
statement:
(a) Charles Jayson Brentlinger, an individual.
(b) Residence Address: 8402 East Jenan Drive, Scottsdale, Arizona 85260.
(c) Executive Officer, Brentlinger Broadcasting, Inc., 7434 East Stetson
Drive, Suite 255, Scottsdale, Arizona 85251.
(d) Mr. Brentlinger has not, during the last five years, been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) Mr. Brentlinger has not, during the last five years, been 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 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) Mr. Brentlinger is a citizen of the United States.
________________________________________________________________________________
Item 3. Source and Amount of Funds or Other Consideration.
The consideration used and to be used to make the purchases will be the
Private funds of Mr. Brentlinger. Mr. Brentlinger borrowed from an individual
a portion of the $300,000 payment made at the time he entered into the Stock
Purchase Agreement by which he agreed to purchase the stock. Mr. Brentlinger
is obligated to repay that loan with his personal funds. Mr. Brentlinger does
not anticipate the need to borrow any other funds to complete the purchases of
stock for which he is obligated or to exercise the options to purchase which
have been granted to him.
________________________________________________________________________________
Item 4. Purpose of Transaction.
Mr. Brentlinger purchased the stock of the issuer for the purpose of
acquiring control of the issuer and causing it to reenter the business of
manufacturing specialty audio and broadcasting equipment for radio and TV
stations.
He intends to cause the issuer to rescind the existing resolution to dissolve.
He is a member of the board of directors and an officer, but does not at this
time intend to request any other changes in the membership of the board
of directors or in the officers.
He does not at this time intend to request any changes in the corporate
structure or capitalization of the issuer except those changes which are
occasioned by his purchase of the issuers stock.
________________________________________________________________________________
Item 5. Interest in Securities of the Issuer.
Mr. Brentlinger currently owns 308,812 shares of the issuer which he purchased
on September 30, 1999. He has entered into a Stock Purchase Agreement, a
copy of which was attached as Exhibit A, to the original 13D filing on July 7,
1999 by which he has agreed to purchase a total of 171,250 shares of the
issuer by September 30, 2000 for $428,125, which would then constitute 62.43
percent of the outstanding shares of the issuer. In addition, he has
received a five year option to purchase an additional 500,000 shares of the
issuer, which, if exercised in full, would cause him to own 77.24 percent of
the outstanding shares of the issuer.
Mr. Brentlinger has sole power to vote or to direct the vote of 308,812 shares
of the Issuer. Other than the transactions set forward here in he has not
effected any transactions in the shares of the issuer in the last 60 days. No
other person has or will have the right to receive or the power to direct the
receipt of dividends from or the proceeds from the sale of the shares. (See
Note)
________________________________________________________________________________
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.
Mr. Brentlinger has the obligation to purchase 171,250 shares for $428,125 of
the Issuer pursuant to the Stock Purchase Agreement which was attached as
Exhibit A to the origional 13D filing.Mr. Brentlinger has entered into a Stock
Option Agreement by which he has granted an individual the right to purchase
from him up to 10,000 shares of the stock of issuer, if and when acquired by
Mr. Brentlinger, at any time during the next three years. Mr. Brentlinger
has no other contracts, arrangements, understandings or relationships with
respect to the securities of the issuer.
________________________________________________________________________________
Item 7. Material to be Filed as Exhibits.
N/A
________________________________________________________________________________
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.
October 12, 1999
(Date)
/s/ Charles Jayson Brentlinger
----------------------------------------
(Signature)
Attention. Intentional misstatements or omissions of fact constitute federal
criminal violations (see 18 U.S.C. 1001).
Note: Pursuant to a stock purchase agreement dated 6/28/99, a copy of which was
filed as Exhibit A to the schedule D filed 7/7/99, Mr. Charles Jayson
Brentlinger on 9/30/99 purchased a total of 308,812 shares from the Company and
the Companys President.
This Stock purchase agreement provided that Mr. Charles Jayson Brentlinger must
purchase 171,250 shares at $2.50 per share by 9/30/00. This purchase has not yet
been made. Mr. Brentlinger disclaims any right to vote these 171,250 shares
until they are paid for.
