UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. )
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HYTK Industries, Inc.
(Name of Issuer)
Common Stock, $0.001 par value
(Title of Class of Securities)
404425 605
(CUSIP Number)
Mark E. Lehman
Lehman, Jensen & Donahue, L.C.
8 East Broadway, Suite 620
Salt Lake City, Utah 84111
(801) 532-7858
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
June 22, 1999
(Date of Event which Requires Filing of This Statement)
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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 |_|.
Check the following box if a fee is being paid with the statement
|_|.
Note: Six copies of this statement, including all exhibits, should
be filed with the Commission. See Rule 13d-1(a) for other parties
to whom copies are to be sent.
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).
<PAGE>
CUSIP NO. 404425 605 13D Page 2 of
7 Pages
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1 NAME OF REPORTING PERSON and S.S. OR I.R.S. IDENTIFICATION
NO.
First Avenue, Ltd. 87-0569161
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_| (b) |_|
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
Other
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(E) |_|
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
Utah
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NUMBER OF 7 SOLE VOTING POWER
SHARES 247,734 shares
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY -0- shares
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 247,734 shares
PERSON 10 SHARED DISPOSITIVE POWER
WITH -0- shares
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
247,734 shares
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.1% following acquisition date.
4.7% as of the date of this statement.
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14 TYPE OF REPORTING PERSON*
PN Limited Partnership
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<PAGE>
CUSIP NO. 404425 605 13D Page 3 of
7 Pages
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1 NAME OF REPORTING PERSON and S.S. OR I.R.S. IDENTIFICATION
NO.
Ken Kurtz ###-##-####
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_| (b) |_|
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
Other
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(E) |_|
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S. Citizen
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NUMBER OF 7 SOLE VOTING POWER
SHARES 2,564 shares
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 247,734 shares
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 2,564 shares
PERSON 10 SHARED DISPOSITIVE POWER
WITH 247,734 shares
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
255,298 shares
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.1% indirect ownership following acquisition date.
4.8% direct and indirect ownership as of the date of this
statement.
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14 TYPE OF REPORTING PERSON*
IN Individual
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<PAGE>
CUSIP NO. 404425 605 13D Page 4 of
7 Pages
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1 NAME OF REPORTING PERSON and S.S. OR I.R.S. IDENTIFICATION
NO.
Carrie Kurtz ###-##-####
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_| (b) |_|
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
Other
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(E) |_|
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S. Citizen
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NUMBER OF 7 SOLE VOTING POWER
SHARES -0- shares
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 247,734 shares
EACH 9 SOLE DISPOSITIVE POWER
REPORTING -0- shares
PERSON 10 SHARED DISPOSITIVE POWER
WITH 247,734 shares
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
247,739 shares
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.1% following acquisition date.
4.7% as of the date of this statement.
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14 TYPE OF REPORTING PERSON*
IN Individual
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<PAGE>
CUSIP NO. 404425 605 13D Page 5 of
7 Pages
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Item 1(a). Name of Issuer
HYTK Industries, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
701 East Main, Benedict, Kansas 66714
Item 2. Identity and Background
(a) This statement is being filed by (1) First Avenue,
Ltd. ("FAL"), a Utah limited partnership, (2) Ken Kurtz
("Mr. Kurtz"), a U.S. citizen and shareholder, and in
his capacity as (a) general and limited partner of FAL
and (3) Carrie Kurtz ("Mrs. Kurtz"), a U.S. citizen in
her capacity as general and limited partner of FAL. Mr.
Kurtz, Mrs. Kurtz and FAL are sometimes collectively
referred to herein as the "Reporting Persons."
(b)-(c) FAL is a Utah Limited Partnership consisting of
three partners. Mr. Kurtz is a 1% general partner and
44% limited partner of FAL. Carrie Kurtz is the wife of
Ken Kurtz and is 1% general partner and 44% limited
partner of FAL. Park Street Investments, Inc., a Utah
corporation wholly owned by Mr. Kurtz is a 10% limited
partner of FAL.
The principal business of FAL is investment management.
The Principal occupation of Ken Kurtz is a private
investor and consultant. The business address of the
reporting persons is 2133 East 9400 South, Suite 151,
Sandy, Utah 84093. Mr. Kurtz and Mrs. Kurtz may be
deemed to be the beneficial owners of the Common Shares
acquired for the account of FAL.
(d) Conviction of a Criminal Proceeding (excluding
traffic violations or similar misdemeanors) during the
last five years: No
(e) Party in a Civil Proceeding during the last five
years and as a result 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: No
Item 3: Source and Amount of Funds or Other
Consideration
On June 1, 1999, Mr. Kurtz transferred 200,000 common
shares to an independent third party. On June 22, 1999,
Ken Kurtz transferred 247,734 common shares to FAL as a
capital contribution. On July 1, 1999, Ken Kurtz
received as consideration for consulting services to be
rendered to the Issuer, 80,000 common shares. On
September 1, 1999 Ken Kurtz transferred 75,000 common
shares to an independent third party.
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CUSIP NO. 404425 605 13D Page 6 of
7 Pages
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Item 4. Purpose of Transaction
On June 22, 1999 the purpose of the transfer of 247,734
common shares by Mr. Kurtz to FAL was for a capital
contribution. On July 1, 1999 the purpose of the
issuance of 80,000 common shares to Ken Kurtz was to
compensate Mr. Kurtz for consulting services to be
provided pursuant to a consulting agreement between HYTK
and Mr. Kurtz.
At this time, the reporting person has no intention of
acquiring additional shares of HYTK Industries, Inc.
reported herein, although it reserves the right to make
additional purchases from time to time. Any decision to
make such additional purchases will depend, however, on
various factors, including, without limitation, the
price of the common stock, stock market conditions and
the business prospects of HYTK Industries, Inc. reported
herein. The reporting person has no present intention
or arrangements or understandings to effect any of the
transactions listed in Item 4(a)-(j) of Schedule 13D.
Item 5. Interest in Securities of the Issuer
(a)-(b) On June 22, 1999: (based on 4,823,343 shares of
common stock outstanding)
(i) FAL is deemed to have beneficial ownership for purposes of
Section 13(d) of the Securities and Exchange Act of 1934
("Beneficial Ownership") of 247,734 shares. Such shares
represented 5.1% of the total issued and outstanding Common
shares.
(ii) Mr. Kurtz is deemed to have beneficial ownership for purposes
of Section 13(d) of the Securities and Exchange Act of 1934
("Beneficial Ownership") of 250,298 Common Shares by virtue of his
indirect ownership of 2,564 Common shares held by Park Street
Investments, Inc., a Utah corporation, to which Mr. Kurtz is sole
shareholder and his ownership interest in FAL. Such shares
represented 5.18% of the issued and outstanding Common Shares. Of
these shares Mr. Kurtz is also deemed to have sole voting and
dispositive power over 2,564 shares and shared voting and
dispositive power over 247,734 shares by virtue of his 1% general
partnership interest in FAL.
(iii) Mrs. Kurtz is deemed to have Beneficial Ownership for
purpose of Section 13(d) of the Securities and Exchange Act of
1934 of 247,734 Common shares by virtue of her ownership interest
in FAL. Such shares represent 5.1% of the total issued and
outstanding Common shares. Mrs. Kurtz is also deemed to have
shared voting and dispositive power over these shares by virtue of
her 1% general partnership interest in FAL.
(a)-(b) As of the date of this statement: (based on
5,292,843 shares of common stock outstanding)
(iv) FAL is deemed to have beneficial ownership for purposes of
Section 13(d) of the Securities and Exchange Act of 1934
("Beneficial Ownership") of 247,734 shares. Such shares
represented 4.7% of the total issued and outstanding Common
shares.
(v) Mr. Kurtz is deemed to have beneficial ownership for purposes
of Section 13(d) of the Securities and Exchange Act of 1934
("Beneficial Ownership") of 255,298 Common Shares by virtue of his
direct ownership of 5,000 common shares, his indirect ownership of
2,564 Common shares held by Park Street Investments, Inc., a Utah
corporation, to which Mr. Kurtz is sole shareholder and his
ownership interest in FAL. Such shares represented 4.8% of the
issued and outstanding Common Shares. Of these shares Mr. Kurtz
is also deemed to have sole voting and dispositive power over
7,564 shares and shared voting and dispositive power over 247,734
shares by virtue of his 1% general partnership interest in FAL.
(vi) Mrs. Kurtz is deemed to have Beneficial Ownership for purpose
of Section 13(d) of the Securities and Exchange Act of 1934 of
247,734 Common shares by virtue of her ownership interest in FAL.
Such shares represent 4.7% of the total issued and outstanding
Common shares. Mrs. Kurtz is also deemed to have shared voting
and dispositive power over these shares by virtue of her 1%
general partnership interest in FAL.
(c) Not applicable
(d) Not applicable
(e) Not applicable
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer.
The reporting person does not have any contracts,
arrangements, understandings or relationships (legal or
otherwise) with any person with respect to any
securities of the Issuer, finder's fees, joint ventures,
loan or option agreements, puts or calls,
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CUSIP NO. 404425 605 13D Page 7 of
7 Pages
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guarantees of profits, division of profits or loss, or
the giving or withholding of proxies.
Item 7. Material to be Filed as Exhibits.
None
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 6, 1999
First Avenue, Ltd.
By: /s/ Ken Kurtz
General Partner
By: /s/ Carrie Kurtz
General Partner
By: /s/ Ken Kurtz
