UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A-1
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 Number)
Richard Surber
268 West 400 South, Suite 300
Salt Lake City, UT 84101
(801) 575-8073
--------------------------------------------------------------------------------
(Name, address and telephone number of person authorized
to receive notices and communications)
June 29, 2000
--------------------------------------------------------------------------------
(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 ( ).
1
<PAGE>
SCHEDULE 13D
CUSIP No. 232456 20 2 Page 1 of 15 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) ( X )
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 34,800
NUMBER OF
SHARES
-----------------------------------------------------
BENEFICIALLY 8) SHARED VOTING POWER - 0 -
OWNED BY
EACH
-----------------------------------------------------
REPORTING 9) SOLE DISPOSITIVE POWER 34,800
PERSON WITH
10) SHARED DISPOSITIVE POWER - 0 -
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
A-Z Professional Consultants, Inc. - 34,800
12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES ( )
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.2%
14) TYPE OF REPORTING PERSON
CO
1
<PAGE>
SCHEDULE 13D
CUSIP No. 232456 20 2 Page 2 of 15 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) ( X )
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
Organized under the laws of the State of Utah.
7) SOLE VOTING POWER - 0 -
NUMBER OF
SHARES
-----------------------------------------------------
BENEFICIALLY 8) SHARED VOTING POWER - 0 -
OWNED BY
EACH
-----------------------------------------------------
REPORTING 9) SOLE DISPOSITIVE POWER - 0 -
PERSON WITH
10) SHARED DISPOSITIVE POWER - 0 -
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
- 0 - -A-Z Oil, L.L.C.
12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES ( )
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14) TYPE OF REPORTING PERSON
OO
2
<PAGE>
SCHEDULE 13D
CUSIP No. 232456 20 2 Page 3 of 15 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) ( X )
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
Trust organized under the laws of the State of Utah.
7) SOLE VOTING POWER 27,379
NUMBER OF
SHARES
-----------------------------------------------------
BENEFICIALLY 8) SHARED VOTING POWER - 0 -
OWNED BY
EACH
-----------------------------------------------------
REPORTING 9) SOLE DISPOSITIVE POWER 27,379
PERSON WITH
10) SHARED DISPOSITIVE POWER - 0 -
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
27,379-Alexander W. Senkovski Irrevocable Trust
12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES ( )
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.0%
14) TYPE OF REPORTING PERSON
OO
3
<PAGE>
SCHEDULE 13D
CUSIP No. 232456 20 2 Page 4 of 15 Pages
1) NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
A-Z Professional Consultants, Inc. Retirement Trust
2) CHECK THE APPROPRIATE BOX IF EITHER IS A MEMBER OF A GROUP (A) ( )
(B) ( X )
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
Trust organized under the laws of the State of Utah.
7) SOLE VOTING POWER 83,066
NUMBER OF
SHARES
-----------------------------------------------------
BENEFICIALLY 8) SHARED VOTING POWER - 0 -
OWNED BY
EACH
-----------------------------------------------------
REPORTING 9) SOLE DISPOSITIVE POWER 83,066
PERSON WITH
10) SHARED DISPOSITIVE POWER - 0 -
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
83,066-A-Z Professional Consultants, Inc. Retirement Trust
12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES ( )
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.0%
14) TYPE OF REPORTING PERSON
OO
4
<PAGE>
SCHEDULE 13D
CUSIP No. 232456 20 2 Page 5 of 15 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) ( X )
Ms. Tippetts expressly disclaims beneficial ownership of shares held by
the David Michael, LLC or the AZW Irrevocable Trust, both of which are
controlled exclusively by David Michael Wolfson.
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
Ms. Tippetts is an individual and a citizen of the State of Utah.
7) SOLE VOTING POWER - 0 -
NUMBER OF
SHARES
-----------------------------------------------------
BENEFICIALLY 8) SHARED VOTING POWER 145,245
OWNED BY
EACH
-----------------------------------------------------
REPORTING 9) SOLE DISPOSITIVE POWER - 0 -
PERSON WITH
10) SHARED DISPOSITIVE POWER 145,245
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
145,245 - by BonnieJean C. Tippetts as trustee of trusts or officer of
companies named herein.
12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES ( X ) Ms. Tippetts expressly disclaims beneficial ownership of
shares held by the David Michael, LLC or the AZW Irrevocable Trust,
both of which are controlled exclusively by David Michael Wolfson.
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.2 %
14) TYPE OF REPORTING PERSON
IN
5
<PAGE>
SCHEDULE 13D
CUSIP No. 232456 20 2 Page 6 of 15 Pages
1) NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Allen Z. Wolfson
2) CHECK THE APPROPRIATE BOX IF EITHER IS A MEMBER OF A GROUP (A) ( )
(B) ( X )
Mr. Wolfson expressly disclaims beneficial ownership of shares held by
the David Michael, LLC or the AZW Irrevocable Trust, both of which are
controlled exclusively by David Michael Wolfson.
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
Mr. Wolfson is an individual and a citizen of the State of Utah.
7) SOLE VOTING POWER 145,245
NUMBER OF
SHARES
-----------------------------------------------------
BENEFICIALLY 8) SHARED VOTING POWER - 0 -
OWNED BY
EACH
-----------------------------------------------------
REPORTING 9) SOLE DISPOSITIVE POWER 145,245
PERSON WITH
10) SHARED DISPOSITIVE POWER - 0 -
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
145,245 - by Allen Z. Wolfson as control person of the trusts,
corporation, and LLC reporting herein.
12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES ( X ) Mr. Wolfson expressly disclaims beneficial ownership of
shares held by the David Michael, LLC or the AZW Irrevocable Trust,
both of which are controlled exclusively by David Michael Wolfson.
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.2 %
14) TYPE OF REPORTING PERSON
IN
6
<PAGE>
Item 1. Security and Issuer
This schedule relates to the common stock, par value $0.001 per share, of
CyberAmerica Corporation (the "Common Stock"). CyberAmerica Corporation is a
Nevada corporation with principal executive offices located at 268 West 400
South, Suite 300, Salt Lake City, UT 84101 (the "Issuer").
Item 2. Identity and Background
(a) This statement is filed by A-Z Professional Consultants, Inc. ("A-Z
Professional"); A-Z Oil, LLC ("A-Z Oil"); the Alexander W. Senkovski
Irrevocable Trust ("Senkovski Trust"); the A-Z Professional Consultants,
Inc. Retirement Trust ("Retirement Trust"); BonnieJean C. Tippetts
("Tippetts"), and Allen Z. Wolfson ("Allen Wolfson").
(b) The principal address for A-Z Professional is 3809 South, West Temple
Street, Suite 1-D, Salt Lake City, Utah 84115. The principal address for
A-Z Oil is 3809 South, West Temple Street, Suite 1-D, Salt Lake City, Utah
84115. The principal address for the Senkovski Trust is 3809 South, West
Temple Street, Suite 1-D, Salt Lake City, Utah 84115. The principal address
for the Retirement Trust is 3809 South, West Temple Street, Suite 1-D, Salt
Lake City, Utah 84115. The principal address for Tippetts is 3809 South,
West Temple Street, Suite 1-D, Salt Lake City, Utah 84115. The principal
address for Allen Wolfson is 3809 South, West Temple Street, Suite 1-D,
Salt Lake City, Utah 84115.
(c) A-Z Professional is a financial consulting firm. A-Z Oil is a gas and
petroleum product supplier. The Senkovski Trust is an irrevocable trust.
The Retirement Trust is a retirement 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 trusts. Tippetts has also been an employee of one
of the subsidiary companies of the Issuer, CyberAmerica Corporation, but
employment is planned to terminate effective September 15, 2000. Allen
Wolfson is the sole owner of A-Z Professional and A-Z Oil, and the settlor
of each of the trusts named herein.
(d) A-Z Professional 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. The Retirement Trust 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. Allen Wolfson has not been convicted in a criminal proceeding
during the last five years.
(e) During the last five years, none of the 6 persons filing this statement
(namely A-Z Professional, A- Z Oil, the Senkovski Trust, the Retirement
Trust, Tippetts, and Allen Wolfson) have 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 any violation with respect to such
laws.
(f) A-Z Professional is a Utah corporation. A-Z Oil is a Utah limited liability
company. The Senkovski Trust is a Utah trust. The Retirement Trust is a
Utah trust. Tippetts is an individual, a citizen of the State of Utah, and
also an employee of one of the subsidiary companies of the Issuer. Allen
Wolfson is an individual and a citizen of the State of Utah.
7
<PAGE>
Item 3. Source and Amount of Funds or Other Consideration
The 6 entities named in this Schedule 13D/A-1 (sometimes collectively
referred to as the "A-Z Entities") originally acquired the Issuer's shares which
triggered reporting on Schedule 13D through private transactions and
broker-dealer market transactions effected from March 1999 through July 2000,
described in greater detail in Section 5, below. The consideration paid for such
shares was cash and forgiveness of debt.
In its original filing of Schedule 13D, A-Z Professional reported that,
on May 24, 1999, it purchased 76,196 shares of CyberAmerica common stock for a
total of $138,908.77 in cash.
In its original filing of Schedule 13D, A-Z Oil reported that, between
May 21, 1999 and June 2, 1999, it purchased 3,000 shares of CyberAmerica common
stock for a total of $4,031.25 in cash.
In its original filing of Schedule 13D, Senkovski Trust reported that
between May 12 and May 25, 1999, it purchased 18,000 shares of CyberAmerica
common stock for a total of $25,203.13 in cash.
The source of funds for these transactions came from working capital
(in the case of A-Z Professional and A-Z Oil) and personal funds (in the case of
the Senkovski Trust and the Retirement Trust). Tippetts acquired no direct
beneficial ownership of such shares through these transactions, but has
indirect-or shared-control over the shares by virtue of her position as
President of A-Z Professional, Managing Director of A-Z Oil, and Trustee of the
Senkovski, AZW and Retirement Trusts. Hence, the source of funds for Ms.
Tippetts' ownership derives from the funds of the other 5 entities reporting
under this Schedule 13D/A-1. Allen Wolfson owns or controls A-Z Professional,
A-Z Oil, and the two trusts; hence, the source of funds for his ownership came
from those entities.
Furthermore, on or about June 22, 2000, the Issuer and the A-Z Entities
entered into a Stock Purchase Agreement of June, 2000 (attached as an exhibit to
this Schedule 13D/A-1) in which the Issuer bought back a total of 441,730 shares
of CyberAmerica common stock from the A-Z Entities and the David Michael LLC.
The amount and source of the consideration for these shares was the forgiveness
of a total of $662,595 in debt which the A-Z Entities and David Michael LLC owed
to the Issuer, as detailed in the Schedule attached as Exhibit A to the Stock
Purchase Agreement of June, 2000.
Item 4. Purpose of Transaction
Although the A-Z Entities have from time to time bought and sold the
Issuer's stock, the A-Z Entities sold back to the Issuer on or about June 22,
2000 large blocks of stock (274,796 shares from A-Z Professional and 4,834
shares from the Retirement Trust) for the purpose of reducing the A-Z Entities'
influence and control over the Issuer. The Issuer has publicly expressed its
desire to separate itself from the A-Z Entities, and the repurchase of these
large blocks of stock is hereby expressly stated to further the purpose of
creating a larger and clearer degree of separation between the Issuer and the
A-Z Entities.
The following discussion further elaborates on the purpose or purposes
of the acquisition of the Issuer's securities and describes any plans or
proposals resulting in material transactions with the Issuer.
8
<PAGE>
A-Z Professional
A-Z Professional acquired its shares in market transactions for investment
purposes. A-Z Professional is a consulting company which is 100% owned by Allen
Wolfson and of which Tippetts is the President. The company is in the business
of providing financial and management consulting services to small companies.
A-Z Professional owns less than 2% of the shares of CyberAmerica Corporation.
A-Z Professional has no current plans to purchase additional shares of
CyberAmerica Corporation. A-Z Professional may continue to dispose of its shares
of CyberAmerica Corporation in market transactions.
A-Z Professional has no current plans which relate to or would result in any
extraordinary corporate transaction; a sale or transfer of a material amount of
assets; a change in company management, directors, capitalization, dividend
policy, or other material change in corporate business or structure. A-Z
Professional does not plan to take an active part in the Issuer's corporate
affairs.
A-Z Oil
A-Z Oil acquired its shares in market transactions for investment purposes. A-Z
Oil is a gas and petroleum product supplier which is 100% owned by Allen Wolfson
and of which Tippetts is the Managing Director. A-Z Oil owns no shares of
CyberAmerica Corporation.
A-Z Oil has no current plans to purchase additional shares of CyberAmerica
Corporation.
A-Z Oil has no current plans which relate to or would result in any
extraordinary corporate transaction; a sale or transfer of a material amount of
assets; a change in company management, directors, capitalization, dividend
policy, or other material change in corporate business or structure. A-Z Oil
does not plan to take an active part in the Issuer's corporate affairs.
The Senkovski Trust
The Senkovski Trust acquired its shares in market transactions for investment
purposes. The Senkovski Trust is an irrevocable trust of which Allen Wolfson is
the settlor (for the benefit of his minor child) and Tippetts is the Trustee.
The Senkovski Trust owns 1% of the shares of CyberAmerica Corporation.
The Senkovski Trust has no current plans to purchase additional shares of
CyberAmerica Corporation, though it may continue to dispose of its shares of
CyberAmerica Corporation in market transactions.
The Senkovski Trust has no current plans which relate to or would result in any
extraordinary corporate transaction; a sale or transfer of a material amount of
assets; a change in company management, directors, capitalization, dividend
policy, or other material change in corporate business or structure. The
Senkovski Trust does not plan to take an active part in the Issuer's corporate
affairs.
The Retirement Trust
The Retirement Trust acquired its shares in market transactions for investment
purposes. The Retirement Trust is a trust which is 100% owned by Allen Wolfson
and of which Tippetts is the Trustee. The Retirement Trust owns 3% of the shares
of CyberAmerica Corporation.
9
<PAGE>
The Retirement Trust has no current plans to purchase additional shares of
CyberAmerica Corporation. The Retirement Trust may continue to dispose of its
shares of CyberAmerica Corporation in market transactions.
The Retirement Trust has no current plans which relate to or would result in any
extraordinary corporate transaction; a sale or transfer of a material amount of
assets; a change in company management, directors, capitalization, dividend
policy, or other material change in corporate business or structure. The
Retirement Trust does not plan to take an active part in the Issuer's corporate
affairs.
BonnieJean C. Tippetts
Ms. Tippetts has no current plans to purchase additional shares of CyberAmerica
Corporation. Ms. Tippetts may continue to dispose of her shares of CyberAmerica
Corporation in market transactions.
Ms. Tippetts has no current plans which relate to or would result in any
extraordinary corporate transaction; a sale or transfer of a material amount of
assets; a change in company management, directors, capitalization, dividend
policy, or other material change in corporate business or structure. Ms.
Tippetts does not plan to take an active part in the Issuer's corporate affairs.
Allen Wolfson
Allen Wolfson has no current plans to purchase additional shares of CyberAmerica
Corporation. Mr. Wolfson may continue to dispose of his shares of CyberAmerica
Corporation in market transactions.
Mr. Wolfson has no current plans which relate to or would result in any
extraordinary corporate transaction; a sale or transfer of a material amount of
assets; a change in company management, directors, capitalization, dividend
policy, or other material change in corporate business or structure. Mr. Wolfson
does not plan to take an active part in the Issuer's corporate affairs.
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 each person named in Item 2 may be
found in rows 11 and 13 of the cover page.
(b) The powers which the reporting person(s) identified in the preceding
paragraph have relative to the shares discussed herein may be found in rows 7
through 10 of the cover page.
A-Z Professional expressly disclaims any direct and indirect beneficial
ownership in any of said shares of Common Stock held by or for the benefit of
the AZW Irrevocable Trust, the David Michael LLC, and David Wolfson (all three
of whom have filed a separate Schedule 13D/A-1 regarding their shares).
A-Z Oil expressly disclaims any direct and indirect beneficial ownership in any
of said shares of Common Stock held by or for the benefit of the AZW Irrevocable
Trust, the David Michael LLC, and David Wolfson (all three of whom have filed a
separate Schedule 13D/A-1 regarding their shares).
The Senkovski Trust expressly disclaims any direct and indirect beneficial
ownership in any of said shares of Common Stock held by or for the benefit of
the AZW Irrevocable Trust, the David Michael LLC, and David Wolfson (all three
of whom have filed a separate Schedule 13D/A-1 regarding their shares).
10
<PAGE>
The Retirement Trust expressly disclaims any direct and indirect beneficial
ownership in any of said shares of Common Stock held by or for the benefit of
the AZW Irrevocable Trust, the David Michael LLC, and David Wolfson (all three
of whom have filed a separate Schedule 13D/A-1 regarding their shares).
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 Senkovski Trust, or the Retirement Trust. Tippetts expressly
disclaims any direct and indirect beneficial ownership in any of said shares of
Common Stock held by or for the benefit of the AZW Irrevocable Trust, the David
Michael LLC, and David Wolfson (all three of whom have filed a separate Schedule
13D/A-1 regarding their shares).
Allen Wolfson expressly disclaims any direct and indirect beneficial ownership
in any of said shares of Common Stock held by or for the benefit of the AZW
Irrevocable Trust, the David Michael LLC, and David Wolfson (all three of whom
have filed a separate Schedule 13D/A-1 regarding their shares).
(c) Since the most recent filing on Schedule 13D, the following transactions
have been effected:
<TABLE>
By A-Z Professional:
-------------------
<CAPTION>
Date Amt. Bought/Sold Price Per Share Where/How Sold
<S> <C> <C> <C> <C>
6/8/99 500 (buy) $1.39 Market transaction via broker-dealer
6/8/99 5,000 (buy) $1.55 Market transaction via broker-dealer
6/9/99 1,500 (buy) $1.47 Market transaction via broker-dealer
6/14/99 8,000 (buy) $0.97 Market transaction via broker-dealer
6/23/99 1,000 (buy) $1.24 Market transaction via broker-dealer
6/30/99 9,000 (buy) $1.22 Market transaction via broker-dealer
7/21/99 5,500 (buy) $1.26 Market transaction via broker-dealer
7/23/99 25,000 (buy) $1.17 Market transaction via broker-dealer
7/23/99 7,500 (buy) $1.26 Market transaction via broker-dealer
8/2/99 500 (buy) $1.34 Market transaction via broker-dealer
8/4/99 6,000 (buy) $1.23 Market transaction via broker-dealer
8/12/99 4,500 (buy) $1.23 Market transaction via broker-dealer
8/16/99 2,500 (buy) $0.98 Market transaction via broker-dealer
9/3/99 3,500 (buy) $0.88 Market transaction via broker-dealer
9/29/99 5,500 (buy) $0.97 Market transaction via broker-dealer
10/4/99 7,000 (buy) $1.34 Market transaction via broker-dealer
10/13/99 17,500 (buy) $1.29 Market transaction via broker-dealer
10/13/99 6,000 (buy) $1.28 Market transaction via broker-dealer
11
<PAGE>
10/29/99 3,000 (buy) $1.17 Market transaction via broker-dealer
11/1/99 5,000 (buy) $1.16 Market transaction via broker-dealer
11/2/99 4,000 (buy) $1.05 Market transaction via broker-dealer
11/15/99 7,500 (buy) $1.03 Market transaction via broker-dealer
11/30/99 5,000 (buy) $1.23 Market transaction via broker-dealer
11/30/99 500 (buy) $1.65 Market transaction via broker-dealer
12/6/99 5,300 (buy) $1.98 Market transaction via broker-dealer
12/7/99 1,000 (buy) $1.64 Market transaction via broker-dealer
12/9/99 1,000 (buy) $1.58 Market transaction via broker-dealer
12/10/99 1,000 (buy) $1.32 Market transaction via broker-dealer
1/26/00 1,000 (buy) $1.90 Market transaction via broker-dealer
3/6/00 10,000 (buy) $2.00 Market transaction via broker-dealer
3/6/00 500 (buy) $2.12 Market transaction via broker-dealer
3/8/00 500 (buy) $2.00 Market transaction via broker-dealer
3/13/00 1,000 (buy) $2.00 Market transaction via broker-dealer
3/13/00 500 (buy) $2.12 Market transaction via broker-dealer
3/14/00 1,000 (buy) $2.25 Market transaction via broker-dealer
3/14/00 1,000 (buy) $2.54 Market transaction via broker-dealer
3/14/00 3,000 (buy) $2.44 Market transaction via broker-dealer
3/16/00 500 (buy) $2.12 Market transaction via broker-dealer
3/29/00 500 (buy) $3.79 Market transaction via broker-dealer
3/30/00 5,000 (buy) $3.68 Market transaction via broker-dealer
5/24/00 1,000 (buy) $2.74 Market transaction via broker-dealer
6/5/00 7,100 (buy) $3.35 Market transaction via broker-dealer
6/6/00 7,200 (buy) $3.25 Market transaction via broker-dealer
6/9/00 1,000 (buy) $2.48 Market transaction via broker-dealer
6/9/00 1,000 (buy) $2.56 Market transaction via broker-dealer
6/12/00 2,500 (buy) $2.84 Market transaction via broker-dealer
6/14/00 1,100 (buy) $2.22 Market transaction via broker-dealer
12
<PAGE>
6/26/00 274,796 (sell) $1.50 Sold to CyberAmerica for debt forgiveness
6/27/00 500 (buy) $1.52 Market transaction via broker-dealer
7/5/00 1,000 (buy) $2.03 Market transaction via broker-dealer
7/12/00 1,000 (buy) $1.72 Market transaction via broker-dealer
7/26/00 800 (buy) $1.13 Market transaction via broker-dealer
8/22/00 1,000 (sell) $1.70 Market transaction via broker-dealer
</TABLE>
<TABLE>
By A-Z Oil:
----------
<CAPTION>
Date Amt. Bought/Sold Price Per Share Where/How Sold
<S> <C> <C> <C> <C>
6/14/99 1,000 (buy) $1.03 Market transaction via broker-dealer
6/23/99 7,000 (buy) $1.31 Market transaction via broker-dealer
8/22/00 11,000 (sell) $2.13 Market transaction via broker-dealer
</TABLE>
<TABLE>
By Senkovski Trust
<CAPTION>
Date Amt. Bought/Sold Price Per Share Where/How Sold
<S> <C> <C> <C> <C>
8/19/99 2,500 (buy) $1.13 Market transaction via broker-dealer
8/22/00 5,000 (sell) $1.81 Market transaction via broker-dealer
</TABLE>
<TABLE>
By Retirement Trust
<CAPTION>
Date Amt. Bought/Sold Price Per Share Where/How Sold
<S> <C> <C> <C> <C>
12/20/99 2,000 (buy) $1.30 Market transaction via broker-dealer
5/31/00 21,000 (buy) $3.26 Market transaction via broker-dealer
6/7/00 28,100 (buy) $3.09 Market transaction via broker-dealer
6/8/00 31,300 (buy) $3.09 Market transaction via broker-dealer
6/8/00 5,000 (buy) $2.84 Market transaction via broker-dealer
6/26/00 4,834 (sell) $1.50 Sold to A-Z Professional Consultants, Inc.
</TABLE>
13
<PAGE>
By BonnieJean C. Tippetts:
-------------------------
Please refer to the foregoing sales by A-Z Professional, A-Z Oil, the Senkovski
Trust, and the Retirement Trust, in which Ms. Tippetts is indirectly interested
due to her position as President of A-Z Professional, Managing Director of A-Z
Oil, and Trustee of the two trusts. No transactions other than as listed for
those 4 entities are attributable to her.
By Allen Wolfson:
----------------
Please refer to the foregoing sales by A-Z Professional, A-Z Oil, the Senkovski
Trust, and the Retirement Trust, in which Ms. Tippetts is indirectly interested
due to his position as 100% owner of A-Z Professional and A-Z Oil, and settlor
of the two trusts. No transactions other than as listed for those 4 entities are
attributable to him.
(d) As mentioned above, Allen Wolfson has the right to receive or power to
direct the receipt of dividends from, or the proceeds from the sale of, the
securities described herein. Allen Wolfson owns 100% of A-Z Professional and A-Z
Oil, and he is the settlor of the Senkovski Trust (created for the benefit of
his minor child) and the Retirement Trust.
(e) Not Applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer.
A-Z Professional Consultants, Inc. works as an independent consultant to
CyberAmerica Corporation. A-Z Professional's primary function is to locate
potential transactions on CyberAmerica's behalf and present them to
CyberAmerica's management. A-Z Professional has served CyberAmerica in this
capacity since 1992. During the year 2000, A-Z Professional primarily performed
services on CyberAmerica's behalf to locate 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. Although CyberAmerica previously provided A-Z Professional with
office space, that arrangement has been terminated, and A-Z Professional has
relocated to new offices several miles away from CyberAmerica. CyberAmerica may
agree to compensate A-Z Professional on a transaction by transaction basis in
the future. During the year 2000, A-Z Professional was instrumental in several
transactions involving the purchase, sale and financing of real estate held by
CyberAmerica and its subsidiaries.
As mentioned above, Allen Wolfson owns 100% of A-Z Professional and A-Z Oil and
is the settlor of the Senkovski and Retirement Trusts. BonnieJean C. Tippetts is
the President of A-Z Professional, the Managing Director of A-Z Oil, and the
Trustee of the Senkovski and Retirement Trusts.
Item 7. Material to Be Filed as Exhibits.
Attached as Exhibit A is a copy of the Stock Purchase Agreement of
June, 2000 between CyberAmerica Corporation and A-Z Professional Consultants,
Inc.
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.
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<PAGE>
A-Z Professional Consultants, Inc.
a Utah corporation
Date: 9/13/2000 By: /s/ BonnieJean C. Tippetts
--------------------- ------------------------------------------------
BonnieJean C. Tippetts, President
A-Z Oil, LLC
a Utah limited liability company
Date: 9/13/2000 By: /s/ BonnieJean C. Tippetts
--------------------- ------------------------------------------------
BonnieJean C. Tippetts, Managing Director
Alexander W. Senkovski Irrevocable Trust
a Utah trust
Date: 9/13/2000 By: /s/ BonnieJean C. Tippetts
--------------------- ------------------------------------------------
BonnieJean C. Tippetts, Trustee
A-Z Professional Consultants, Inc. Retirement Trust
a Utah trust
Date: 9/13/2000 By: /s/ BonnieJean C. Tippetts
--------------------- ------------------------------------------------
BonnieJean C. Tippetts, Trustee
BonnieJean C. Tippetts
A resident of Utah
Date: 9/13/2000 By: /s/ BonnieJean C. Tippetts
--------------------- ------------------------------------------------
BonnieJean C. Tippetts, in her individual capacity
Allen Z. Wolfson
A resident of Utah
Date: 9/13/2000 By: /s/ Allen Z. Wolfson
--------------------- ------------------------------------------------
Allen Z. Wolfson, in his individual capacity
Attention: Intentional misstatements or omissions of fact constitute Federal
criminal violations (See 18 U.S.C. 1061).
15