UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
CYBERAMERICA CORPORATION
------------------------
(Name of Issuer)
Common Stock, par value $0.001
(Title of Class of Securities)
232456 20 2
------------
(CUSIP No.)
Richard Surber
268 West 400 South
Suite 300
Salt Lake City, Utah 84101
(801) 575-8073
(Name, address and telephone number of person authorized
to receive notices and communications)
April 21, 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 which is 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 ( ).
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SCHEDULE 13D
CUSIP No. 232456 20 2 Page 2 of 12 Pages
1) NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
A-Z Professional Consultants Inc.
2) CHECK THE APPROPRIATE BOX IF EITHER IS 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
Incorporated in Utah
7) SOLE VOTING POWER 112,196
NUMBER OF
SHARES
BENEFICIALLY 8) SHARED VOTING POWER
OWNED BY
EACH
REPORTING 9) SOLE DISPOSITIVE POWER 112,196
PERSON WITH
10) SHARED DISPOSITIVE POWER
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
A-Z Professional Consultants Inc. - 112,196
12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES ( )
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.6%
14) TYPE OF REPORTING PERSON
CO
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SCHEDULE 13D
CUSIP No. 232456 20 2 Page 3 of 12 Pages
1) NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
The David Michael Irrevocable Trust
2) CHECK THE APPROPRIATE BOX IF EITHER IS 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
Florida Trust
7) SOLE VOTING POWER 201,100
NUMBER OF
SHARES
BENEFICIALLY 8) SHARED VOTING POWER
OWNED BY
EACH
REPORTING 9) SOLE DISPOSITIVE POWER 201,100
PERSON WITH
10) SHARED DISPOSITIVE POWER
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
The David Michael Irrevocable Trust - 201,100
12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES ( )
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.6%
14) TYPE OF REPORTING PERSON
OO
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SCHEDULE 13D
CUSIP No. 232456 20 2 Page 4 of 12 Pages
1) NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
A-Z Oil L.L.C.
2) CHECK THE APPROPRIATE BOX IF EITHER IS 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
Incorporated in Utah
7) SOLE VOTING POWER 3,000
NUMBER OF
SHARES
BENEFICIALLY 8) SHARED VOTING POWER
OWNED BY
EACH
REPORTING 9) SOLE DISPOSITIVE POWER 3,000
PERSON WITH
10) SHARED DISPOSITIVE POWER
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
A-Z Oil L.L.C. - 3,000
12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES ( )
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1%
14) TYPE OF REPORTING PERSON
CO
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SCHEDULE 13D
CUSIP No. 232456 20 2 Page 5 of 12 Pages
1) NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Alexander W. Senkovski Irrevocable Trust
2) CHECK THE APPROPRIATE BOX IF EITHER IS 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
Utah Trust
7) SOLE VOTING POWER 29,879
NUMBER OF
SHARES
BENEFICIALLY 8) SHARED VOTING POWER
OWNED BY
EACH
REPORTING 9) SOLE DISPOSITIVE POWER 29,879
PERSON WITH
10) SHARED DISPOSITIVE POWER
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Alexander W. Senkovski Irrevocable Trust - 29,879
12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES ( )
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.98%
14) TYPE OF REPORTING PERSON
OO
5
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SCHEDULE 13D
CUSIP No. 232456 20 2 Page 6 of 12 Pages
1) NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
AZW Irrevocable Trust
2) CHECK THE APPROPRIATE BOX IF EITHER IS 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
Utah Trust
7) SOLE VOTING POWER 51,500
NUMBER OF
SHARES
BENEFICIALLY 8) SHARED VOTING POWER
OWNED BY
EACH
REPORTING 9) SOLE DISPOSITIVE POWER 51,500
PERSON WITH
10) SHARED DISPOSITIVE POWER
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
AZW Irrevocable Trust - 51,500
12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES ( )
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.6%
14) TYPE OF REPORTING PERSON
OO
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SCHEDULE 13D
CUSIP No. 232456 20 2 Page 7 of 12 Pages
1) NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
BonnieJean C. Tippetts
2) CHECK THE APPROPRIATE BOX IF EITHER IS A MEMBER OF A GROUP (A) ( )
(B) ( )
3) SEC USE ONLY
4) SOURCE OF FUNDS
OO
5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e). [ ]
6) CITIZENSHIP OR PLACE OF ORGANIZATION
Resident State of Utah
7) SOLE VOTING POWER
NUMBER OF
SHARES
BENEFICIALLY 8) SHARED VOTING POWER 397,675
OWNED BY
EACH
REPORTING 9) SOLE DISPOSITIVE POWER
PERSON WITH
10) SHARED DISPOSITIVE POWER 397,675
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
BonnieJean C. Tippetts -397,675
12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES ( )
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13.1%
14) TYPE OF REPORTING PERSON
OO
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Item 1. Security and Issuer
This schedule relates to the common stock, par value $0.001 per share, of
CyberAmerica Corporation ("Common Stock"). CyberAmerica Corporation is a Nevada
corporation with principal executive offices at 268 West 400 South, Suite 300,
Salt Lake City, Utah 84101. ("Issuer").
Item 2. Identity and Background
(a) This statement is filed by A-Z Professional Consultants Inc ("A-Z
Professional"), The David Michael Irrevocable Trust ("David Michael
Irrevocable Trust"), A-Z Oil L.L.C. ("A-Z Oil"), Alexander W. Senkovski
Irrevocable Trust ("Senkovski Trust"), AZW Irrevocable Trust ("AZW")
and BonnieJean C. Tippetts ("Tippetts").
(b) The principal address for A-Z Professional is 268 West 400 South, Suite
300, Salt Lake City, Utah 84101. The principal address for the David
Michael Irrevocable Trust is 268 West 400 South, Suite 300, Salt Lake
City, Utah 84101. The principal address for A-Z Oil is 268 West 400
South, Suite 300, Salt Lake City, Utah 84101. The principal address for
the Senkoviski Trust is 268 West 400 South, Suite 300, Salt Lake City,
Utah 84101. The principal address for AZW is 268 West 400 South, Suite
300, Salt Lake City, Utah 84101. The principal address for Tippetts is
268 West 400 South, Suite 300, Salt Lake City, Utah 84101.
(c) A-Z Professional is afinancial consulting firm. David Michael
Irrevocable Trust is an irrevocable trust. A-Z Oil is a gasoline
supplier. The Senkovski Trust is an irrevocable trust. AZW is an
irrevocable trust. Tippetts is the sole officer and director of A-Z
Professional, the Managing Director of A-Z Oil and the Trustee for each
of the irrevocable trusts. Tippetts is also an employee of a
CyberAmerica subsidiary.
(d) A-Z Professional has not been convicted in a criminal proceeding during
the last five years. The David Michael Trust has not been convicted in
a criminal proceeding during the last five years. A-Z Oil has not been
convicted in a criminal proceeding during the last five years. The
Senkovski Trust has not been convicted in a criminal proceeding during
the last five years. AZW has not been convicted in a criminal
proceeding during the last five years. Tippetts has not been convicted
in a criminal proceeding during the last five years
(e) During the last five years, A-Z Professional, the David Michael
Irrevocable Trust, A-Z Oil, the Senkovski Trust, AZW and Tippetts have
not been a party to a civil proceeding that resulted in a judgment,
decree or final order enjoining future violations of, or prohibiting or
mandating activities subject to, federal or state securities laws or
finding of any violation with respect to such laws.
(f) A-Z Professional is a Utah corporation. David Michael Trust is a
Florida trust. A-Z Oil is a Utah Limited Liability Corporation. The
Senkovski Trust is a Utah trust. AZW is a Utah trust. Tippetts is an
individual with residence in the State of Utah and an employee of a
subsidiary of CyberAmerica.
Item 3. Source and Amount of Funds or Other Consideration
The source of the funds to be used in making the purchase of these
CyberAmerica shares by each of the entities derives from operating capital and
funds from personal sources.
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Item 4. Purpose of Transaction
The purpose of the transaction for A-Z Professional is for investment purposes.
The purpose of the transaction for the David Michael Irrevocable Trust is for
investment purposes. The purpose of the transaction for A-Z Oil is for
investment purposes. The purpose of the transaction for the Senkovski Trust is
for investment purposes. The purpose of the transaction for AZW is for
investment purposes.
Item 5. Interest in Securities of the Issuer
(a) The aggregate number and percentage of class of securities identified
pursuant to Item 1 beneficially owned by A-Z Professional is 112,196
shares or 3.6% of the Issuers issued and outstanding shares as of June
4, 1999, reported to be 3,042,673 by the Issuer's transfer agent.
The aggregate number and percentage of class of securities identified
pursuant to Item 1 beneficially owned by the David Michael Irrevocable
Trust is 201,100 shares or 6.6% of the Issuers issued and outstanding
shares as of June 4, 1999, reported to be 3,042,673 by the Issuer's
transfer agent.
The aggregate number and percentage of class of securities identified
pursuant to Item 1 beneficially owned by A-Z Oil is 3,000 shares or
0.1% of the Issuers issued and outstanding shares as of June 4, 1999,
reported to be 3,042,673 by the Issuer's transfer agent.
The aggregate number and percentage of class of securities identified
pursuant to Item 1 beneficially owned by Senkovski Trust is 29,879
shares or 0.98% of the Issuers issued and outstanding shares as of June
4, 1999, reported to be 3,042,673 by the Issuer's transfer agent.
The aggregate number and percentage of class of securities identified
pursuant to Item 1 beneficially owned by AZW is 51,500 shares or 1.6%
of the Issuers issued and outstanding shares as of June 4, 1999,
reported to be 3,042,673 by the Issuer's transfer agent.
The aggregate number and percentage of class of securities identified
pursuant to Item 1 that may be deemed to be beneficially owned by
Tippetts is 397,675 shares or 13.1% of the Issuers issued and
outstanding shares as of June 4, 1999, reported to be 3,042,673 by the
Issuer's transfer agent.
(b) A-Z Professional has the sole power to vote or direct the vote and to
dispose or direct the disposition of the 112,196 shares. A-Z
Professional does not share its right to vote or direct the vote or
dispose or direct the disposition of the 112,196 shares.
The David Michael Trust has the sole power to vote or direct the vote
and to dispose or direct the disposition of the 201,100 shares. The
David Michael Trust does not share its right to vote or direct the vote
or dispose or direct the disposition of the 201,100 shares.
A-Z Oil has the sole power to vote or direct the vote and to dispose or
direct the disposition of the 3,000 shares. A-Z Oil does not share its
right to vote or direct the vote or dispose or direct the disposition
of the 3,000 shares.
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The Senkovski Trust has the sole power to vote or direct the vote and
to dispose or direct the disposition of the 29,879 shares. The
Senkovski Trust does not share its right to vote or direct the vote or
dispose or direct the disposition of the 29,879 shares.
AZW has the sole power to vote or direct the vote and to dispose or
direct the disposition of the 51,500 shares. AZW does not share its
right to vote or direct the vote or dispose or direct the disposition
of the 51,500 shares.
Tippetts may be deemed to share her right to vote or direct the vote or
dispose or direct the disposition of the 397,675 aggregate shares with
A-Z Professional, A-Z Oil, the David Michael Irrevocable Trust, the
Senkovski Trust and AZW because Ms. Tippetts is the President and
Director of A-Z Professional, the Managing Director of A-Z Oil and the
Trustee for each of the irrevocable trusts.
Tippetts expressly disclaims any direct and indirect beneficial
ownership in any of said shares of Common Stock held by or for the
benefit of A-Z Professional, A-Z Oil, the David Michael Irrevocable
Trust, the Senkovski Trust and AZW.
(c) During the past sixty days the following transactions were effected:
A-Z Professional, between May 21, 1999 and June 2, 1999, purchased
76,196 shares of CyberAmerica for a total of $138,908.77.
The David Michael Irrevocable Trust, between April 14, 1999 and May 25,
1999, purchased 185,600 shares of CyberAmerica for a total of
$193,264.10.
A-Z Oil on May 24, 1999 purchased 3,000 shares of CyberAmerica for a
total of $4,031.25.
The Senkovski Trust, between May 12, 1999 and May 25, 1999, purchased
18,000 shares of CyberAmerica stock for a total of $25,203.13.
AZW, between April 19, 1999 and April 21, 1999, purchased 51,500 shares
of CyberAmerica stock for a total of $54,214.25.
(d) Allen Z. Wolfson has the right to receive or power to direct the
receipt of dividends from, or the proceeds from the sale of, such
securities. Allen Wolfson owns 100% of A-Z Professional and A-Z Oil and
the irrevocable trusts were created and exist for the benefit of Allen
Z. Wolfson's children.
(e) N/A
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.
A-Z Professional Consultants, Inc.
A-Z Professional works as an independent consultant to CyberAmerica
whose primary function is to locate potential transactions on
CyberAmerica's behalf and to present them to CyberAmerica's management.
A-Z Professional has served CyberAmerica in this capacity since 1992.
During 1998,
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A-Z Professional performed services on CyberAmerica's behalf primarily
involving locating potential transactions for the purchase and sale of
CyberAmerica's real estate holdings.
CyberAmerica does not currently have any formal consulting arrangement
with A-Z Professional, aside from providing A-Z Professional with
office space. CyberAmerica has, instead, agreed to further compensate
A-Z Professional on a transaction by transaction basis. During 1998,
A-Z Professional was instrumental in several transactions involving the
purchase, sale and financing of real estate holdings by CyberAmerica
and its subsidiaries.
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.
A-Z Professional Consultants, Inc.
Date: June 8, 1999 /s/ BonnieJean C. Tippetts
---- ----------------------------------
BonnieJean C. Tippetts - President
The David Michael Irrevocable Trust.
Date: June 8, 1999 /s/ BonnieJean C. Tippetts
---- ----------------------------------
BonnieJean C. Tippetts - Trustee
A-Z Oil L.L.C.
Date: June 8, 1999 /s/ BonnieJean C. Tippetts
---- ---------------------------------
BonnnieJean C. Tippetts -
Managing Director
Alexander W. Senkovski Irrevocable Trust.
Date: June 8, 1999 /s/ Bonnie C. Tippetts
---- --------------------------------
BonnieJean C. Tippetts - Trustee
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AZW Irrevocable Trust.
Date: June 8, 1999 /s/ Bonnie C. Tippetts
---- --------------------------------
BonnieJean C. Tippetts - Trustee
Attention: Intentional misstatements or omissions of fact constitute Federal
criminal violations (See
18 U.S.C. 1061).
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