FURIA ORGANIZATION INC /DE/
SC 13D, 1998-03-26
MOTION PICTURE & VIDEO TAPE PRODUCTION
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               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549
                                
                          SCHEDULE 13D
                                
         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. ___)*
                                
                  THE FURIA ORGANIZATION, INC.
=================================================================
                        (Name of Issuer)
                                
              Common Stock, no par value per share
=================================================================
                 (Title of Class of Securities)
                                
                            36106010
=================================================================
                         (CUSIP Number)
                                
                     Time For a Change, Inc.
                 14651 Dallas Parkway, Suite 123
                      Dallas, Texas  75251
                         (972) 403-8093
=================================================================
          (Name, Address and Telephone Number of Person
        Authorized to Receive Notices and Communications)
                                
                          March 5, 1998
=================================================================
              (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(e)(f) or (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>

                       (Page 1 of 7 Pages)

     *The remainder of this cover page should 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, as amended (the "Exchange
Act") or otherwise subject to the liabilities of that section of
the Exchange Act but shall be subject to all other provisions of
the Exchange Act (however, see the Notes).


<PAGE>

Cusip No.36106010                                             13D


(1)  Name of Reporting Person             Time For a Change, Inc.
     IRS Identification No. (entities only)            75-2188820

(2)  Check the Appropriate Box if a                      (a)  [ ]
     Member of a Group*                                  (b)  [ ]

(3)  SEC Use Only

(4)  Source of Funds*                                          00

(5)  Check Box if Disclosure of Legal                         [ ]
     Proceedings is Required Pursuant
     to Items 2(d) or 2(e)

(6)  Citizenship or Place of Organization                   Texas

     Number of Shares    (7)  Sole Voting              13,351,449
                              Power
        Beneficially
                         (8)  Shared Voting                     0
        Owned by Each         Power

     Reporting Person    (9)  Sole Dispositive         13,351,449
                              Power
          with:
                         (10) Shared Dispositive                0
                              Power

(11) Aggregate Amount Beneficially Owned               13,351,449
     by Each Reporting Person

(12) Check Box if the Aggregate Amount in                     [ ]
     Row (11) Excludes Certain Shares*

(13) Percent of Class Represented by                          53%
     Amount in Row (11)

(14) Type of Reporting Person*                                 CO

*SEE INSTRUCTIONS BEFORE FILLING OUT


<PAGE>

Cusip No.36106010   13D

                          SCHEDULE 13D
                          ------------
                  Filed Pursuant to Rule 13d-1

1.   SECURITY AND ISSUER.

     This Statement on Schedule 13D (this "Statement") relates to
the common stock, $0.0001 par value per share (the "Common
Stock"), of The Furia Organization, Inc., a Delaware corporation,
which has its principal executive offices located at P.O. Box
795517, Dallas, Texas 75379-5519 (the "Issuer").

2.   IDENTITY AND BACKGROUND.

     (a)-(c)&(f)   This Statement is filed by Time For a
Change, Inc., a Texas corporation (the "Reporting Person"). The
Reporting Person is principally engaged in the business of
interior design/antiques. The principal business and principal
office address of the Reporting Person are located at 14651
Dallas Parkway, Suite 123, Dallas, Texas 75251. The name,
citizenship, business address, present principal occupation or
employment (and the name, principal business and address of the
Corporation or organization in which such occupation, position,
office or employment is or was conducted) of each of the
executive officers, directors and persons who may be deemed to
control Reporting Person, if any (and executive officers and
directors of any entity which could be deemed ultimately in
control of the Reporting Person, if any), are set forth on
Schedule 1 attached hereto. Such persons are collectively
referred to herein as the "Individuals."

     (d)-(e)   During the last five years, neither the Reporting
Person nor any of the Individuals has been convicted in any
criminal proceeding (excluding traffic violations or similar
misdemeanors) and neither the Reporting Person nor any of the
Individuals is a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction such that, as a
result of such proceeding, the Reporting Person or any of the
Individuals was or is subject to a judgment, decree or final
order enjoining future violations of, or prohibiting or mandating
activity subject to, federal or state securities laws or finding
any violation with respect to such laws.

3.   SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.

     Reporting Person obtained its beneficial interests in the
Issuer's common shares upon the conversion of its Series A
Convertible Preferred Stock (the "Preferred Stock") on
March 5,1998. The Reporting Person acquired its Preferred Stock
on December 31, 1995 for cash and services contributed.  Upon the
conversion of the Preferred Stock into shares of common stock of
the Issuer, Reporting Person held approximately 53% of the
outstanding shares of common stock of the Issuer.


<PAGE>

Cusip No.36106010   13D

4.   PURPOSE OF TRANSACTION.

     The Reporting Person acquired the Preferred Stock for
investment purposes only. The Reporting Person acquired its
shares of Common Stock in the Issuer pursuant to its right to
convert its shares of Preferred Stock into common stock. The
Reporting Person acquired its shares of common stock from the
Issuer as a result of the conversion of its Preferred Stock, and
holds such common shares for investment purposes only.

     The Reporting Person has no present plans to cause the
Issuer to engage in any extraordinary corporate transactions; to
effect any change of the issuer's management, business, corporate
structure, capitalization, dividend policy, Certificate of
Incorporation or Bylaws; or to delete, delist or terminate the
registration of any securities of the Issuer.

5.   INTEREST IN SECURITIES OF THE ISSUER.

     (a)  Immediately upon the conversion of the Preferred Stock
as set forth above, the aggregate number of shares of common
stock which may be deemed to have been beneficially owned by the
Reporting Person as of such date was 13,351,449 shares
constituting approximately 53% of the outstanding shares of
common stock of the Issuer (based on 25,214,209 shares of Common
Stock outstanding at March 5, 1998 pursuant to information
provided by the Company).

     (b)  The Reporting Person had direct beneficial ownership
with sole voting and sole investment power of 13,351,449 shares
as of the date of this Schedule 13D.

     (c)  Except as set forth in this Statement, the Reporting
Person has effected no other transactions in the shares of common
stock of the issuer.

     (d)  Not applicable.

     (e)  Not applicable.

6.   CONTRACTS, ARRANGEMENTS, OR UNDERSTANDINGS WITH RESPECT TO
     SECURITIES OF THE ISSUER.

     None.


7.   MATERIAL TO BE FILED AS EXHIBITS

                         None.

<PAGE>

Cusip No.36106010   13D

                           SIGNATURE

          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.

Date: March 25, 1998

                                   Time For a Change, Inc.,
                                   a Texas corporation



                                   By:  /s/ CHERYL L. MCMULLEN
                                      ---------------------------
                                   Name:  Cheryl L. McMullen
                                   Title:  President


                                
            Attention:  Intentional misstatements or
              omissions of fact constitute federal
           criminal violations (see 18 U.S.C. 1001).
                                
                                
<PAGE>


                           SCHEDULE 1
                           ----------
                                
        DIRECTORS, EXECUTIVE OFFICERS AND CONTROL PERSONS
                               OF
                     TIME FOR A CHANGE, INC.
                                

     Set forth below is the name, citizenship, business address
and present principal occupation or employment of each director
and executive officer of Time For a Change, Inc. (the "Reporting
Person").
<TABLE>
<CAPTION>

                                                  Present Principal                  
                                                    Occupation or        Position With Reporting
Name and Citizenship     Business Address            Employment                   Person
- --------------------  -----------------------  -----------------------  -------------------------
<S>                   <C>                      <C>                      <C>
Cheryl L. McMullen    14651 Dallas Parkway     Business Executive       Chairman of the Board,
                      Suite 123                                         President and Controlling
                      Dallas, Texas 75251                               Shareholder
                                                                        
                                                                        
</TABLE>



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