SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 1
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Centenary International Corp.
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(Name of Issuer)
Common Stock, par value $0.001
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(Title of Class of Securities)
15134 R 10 7
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(CUSIP Number)
Hector A. Patron Costas
Reconquista 656-3 Piso (1003)
Buenos Aires, Argentina
tel. 011 54114 312 7075
(Name, Address, and Telephone Number of Person Authorized to Receive Notices and
Communications)
May 17, 1999
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(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 '240.13d-1(e), 240.13d-1(f) or 240.13d-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 '240,13d-7(b) 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. 15134 R 10 7 Page 2 of 8
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(1) Name of Reporting Person and IRS Identification No. of Above Person:
Centenary Group, S.A., a Republic of Uruguay corporation
IRS ID No. N/A
(2) Check the Appropriate Box if a Member of a Group (See Instructions).
(a) |_|
(b) |_|
(3) SEC Use Only
(4) Source of Funds (See Instructions)
(5) Check if Disclosure of Legal Proceedings
is Required Pursuant to Items 2(d) or 2(e). |_|
(6) Citizenship or Place of Organization
A Republic of Uruguay corporation
Number (7) Sole Voting Power
of 14,541,895
Shares
Bene-
ficially (8) Shared Voting Power
Owned -0-
by
Each
Report- (9) Sole Dispositive Power
ing 14,541,895
Person
With:
(10) Shared Dispositive Power
-0-
(11) Aggregate Amount Owned by Each Reporting Person
14,541,895
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) |_|
(13) Percent of Class Represented by Amount if Row (11)
76.7%
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CUSIP No.15134 R 10 7 Page 3 of 8
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(14) Type of Reporting Person
CO
ITEM 1 Security and Issuer
This statement is filed with respect to shares of common stock par value
$0.001 (the "Shares") of Centenary International Corp.("Centenary
International"), whose address is 692 Madison Avenue, Third Floor, New
York, NY 10021
ITEM 2. Identity and Background
1. A.
Name: Centenary Group S.A. ("Centenary Group")
Place of organization: A Republic of Uruguay corporation
Principal Business: Holding Company
Principal Business Address: Juncal 1327 D.-P. 18 AP 1801
Montevideo, Uruguay
Principal Office Address: Juncal 1327 D.-P. 18 AP 1801
Montevideo, Uruguay
(d) No.
(e) No.
1. B.
(a) Hector A. Patron Costas
(b) Business address: Reconquista 656-3 Piso (1003),
Buenos Aires, Argentina
(c) Principal of Centenary Group, which is a holding company
whose business address is Juncal 1327 D.-P. 18 AP
1801, Montevideo, Uruguay
(d) No.
(e) No.
(f) Argentina
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CUSIP No.15134 R 10 7 Page 4 of 8
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1. C.
(a) Guillermo A. Aguilar Penalva
(b) Business address: Reconquista 656-3 Piso (1003),
Buenos Aires, Argentina
(c) Principal of Centenary Group, which is a holding company
whose business address is Juncal 1327 D.-P. 18 AP 1801,
Montevideo, Uruguay
(d) No.
(e) No.
(f) Argentina
1. D.
(a) Julio A. Descals Seall
(b) Business address: Reconquista 656-3 Piso (1003),
Buenos Aires, Argentina
(c) Principal of Centenary Group, which is a holding company
whose business address is Juncal 1327 D.-P. 18 AP 1801,
Montevideo, Uruguay
(d) No.
(e) No.
(f) Argentina
1. E.
(a) Julio Descals Fernandez
(b) Business address: Reconquista 656-3 Piso (1003), Buenos
Aires, Argentina
(c) Principal of Centenary Group, which is a holding company
whose business address is Juncal 1327 D.-P. 18 AP 1801,
Montevideo, Uruguay
(d) No.
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CUSIP No.15134 R 10 7 Page 5 of 8
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(e) No.
(f) Argentina
ITEM 3. Source and Amount of Funds or Other Consideration.
On May 17, 1999, Centenary Group S.A. ("Centenary Group") transferred
451,605 shares of common stock of Centenary International to William Moore, and
60,000 shares of common stock of Centenary International to Julio Descals Seall.
Both of these transfers were payments-in-kind of debts owed to these persons by
Centenary Group.
ITEM 4. Purpose of Transaction.
On May 17, 1999, Centenary Group S.A. ("Centenary Group") transferred
451,605 shares of common stock of Centenary International to William Moore, and
60,000 shares of common stock of Centenary International to Julio Descals Seall.
Both of these transfers were payments-in-kind of debts owed to these persons by
Centenary Group.
(a) Centenary Group and its principals have no plans or proposals to acquire
additional securities of Centenary International. However, at a later date,
Centenary Group may develop plans or proposals to acquire additional securities
of Centenary International.
(b) Centenary Group and its principals have no plans or proposals for an
extraordinary corporate transaction involving Centenary International. However,
at a later date, Centenary Group may develop plans or proposal for an
extraordinary corporate transaction with Centenary International.
(c) Centenary Group and its principals have no plans or proposals involving
the sale or transfer of a material amount of assets of Centenary International
or any of its subsidiaries.
(d) Centenary Group and its principals have no plans to increase the size of
the board of directors, or fill existing vacancies, if any, on the board.
However, at a later date, Centenary Group may develop plans or proposals for the
changes in the present board of directors or management of Centenary
International, or plans or proposals to change the number or term of directors
or to fill any existing vacancies on the board.
(e) Centenary Group and its principals have no plans or proposals for
material change in the present capitalization or dividend policy of Centenary
International. However, at a later date, Centenary Group may develop plans or
proposals for change in the present capitalization or dividend policy of
Centenary International.
(f) Centenary Group and its principals have no plans or proposals for
material change in the present direction of the business of the Company.
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CUSIP No.15134 R 10 7 Page 6 of 8
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(g) Centenary Group and its principals have no plans or proposals for
changes in Centenary International's charter or bylaws, or instruments
corresponding thereto or other actions which may impede the acquisition of
control of Centenary International by any person.
(h) Centenary Group and its principals have no plans or proposals for
causing a class of securities of Centenary International 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.
(i) Centenary Group and its principals have no plans or proposals for a
class of securities of Centenary International becoming eligible for termination
of registration pursuant to Section 12(g)(4) of the Act.
(j) Centenary Group and its principals have no plans or proposals for any
actions similar to those enumerated above. However, at a later date, Centenary
Group may develop plans or proposals for actions similar to those enumerated
above.
ITEM 5. Interest in Securities of the Issuer.
(a) Centenary Group is the beneficial owner of 14,541,895 Shares of
Centenary International, which is 76.7% of the class of securities.
The following persons named in Item 2 are not beneficial owners of any
Shares of Centenary International: Hector A. Patron Costas, Guillermo
A. Aguilar Penalva, Julio A. Descals Seall and Julio Descals
Fernandez. However, upon a distribution by, or dissolution of,
Centenary Group, they could receive 40%, 40%, 10% and 10%
respectively, of the Centenary International Shares held by Centenary
Group. However, Julio Descals Seall received 60,000 shares of
Centenary International as reported herein.
(b) Centenary Group has sole voting and dispositive power for all of the
14,541,895 Shares of Centenary International.
The following persons named in Item 2 do not have sole or shared
voting or dispositive power for any of the Shares of Centenary
International: Hector A. Patron Costas, Guillermo A. Aguilar Penalva,
Julio A. Descals Seall and Julio Descals Fernandez.
(c) None.
(d) None.
(e) Not applicable.
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CUSIP No. 15134 R 10 7 Page 7 of 8
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ITEM 6. Contract, Agreements, Understandings or Relationships with Respect
to Securities of the Issuer.
None
ITEM 7. Material to be Filed as Exhibits.
None
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CUSIP No.15134 R 10 7 Page 8 of 8
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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.
May 26, 1999 Centenary Group S.A.
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____________________________________
by /s/ Hector A. Patron Costas
Hector A. Patron Costas
its Principal
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