SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b),(c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No. ___________)*
Global TeleMedia International, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
37936X108
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(CUSIP Number)
January 26, 1999
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
|_| Rule 13d-1(b)
|X| Rule 13d-1(c)
|_| Rule 13d-1(d)
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* 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 the disclosures provided in a prior cover page.
The information required in 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 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. 37936X108 13G Page 2 of 6 Pages
1. NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Canadian Imperial Bank of Commerce
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_]
(b) [_]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Canada
NUMBER OF 5. SOLE VOTING POWER 2,810,620
SHARES
BENEFICIALLY 6. SHARED VOTING POWER 0
OWNED BY
EACH 7. SOLE DISPOSITIVE POWER 2,810,620
REPORTING
PERSON WITH 8. SHARED DISPOSITIVE POWER 0
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,810,620
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* [_]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.45%
12. TYPE OF REPORTING PERSON*
BK (foreign)
*SEE INSTRUCTIONS BEFORE FILLING OUT!
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Page 3 of 6 Pages
Item 1.
(a) Name of Issuer: Global TeleMedia International, Inc., a
corporation organized under the laws of the State of Florida.
(b) Address of Issuer's Principal Executive Office: 500 Northridge
Road, Suite 780, Atlanta, Georgia 30350.
Item 2.
(a) Name of Person Filing: This Statement on Schedule 13G is being
filed by Canadian Imperial Bank of Commerce (London Branch)
(the "Reporting Person").
(b) Address of Principal Business Office: The principal business
address of the Reporting Person is Cottons Centre, Cotton
Lane, London, England SEI 2QL.
(c) The Reporting Person is a branch of Canadian Imperial Bank of
Commerce, a foreign bank organized under the Bank Act of
Canada.
(d) Title of Class of Securities: Common Stock
(e) CUSIP Number: 37936X108
Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b)
or (c), Check Whether the Person Filing is a:
(a) |_| Broker or dealer registered under Section 15 of the
Exchange Act;
(b) |_| Bank as defined in Section 3(a)(6) of the Exchange
Act;
(c) |_| Insurance company as defined in Section 3(a)(19) of
the Exchange Act;
(d) |_| Investment company registered under Section 8 of the
Investment Company Act;
(e) |_| An investment adviser in accordance with
Rule 13d-1(b)(1)(ii)(E);
(f) |_| An employee benefit plan or endowment fund in
accordance with Rule 13d-1(b)(1)(ii)(G);
(g) |_| A parent holding company or control person in
accordance with Rule 13d-1(b)(1)(ii)(G);
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Page 4 of 6 Pages
(h) |_| A savings association as defined in Section 3(b) of
the Federal Deposit Insurance Act;
(i) |_| A church plan that is excluded from the
definition of an investment company under Section
3(c)(14) of the Investment Company Act;
(j) |_| Group, in accordance with Rule 13d-1(b)(I)(ii)(J);
If this statement is filed pursuant to Rule 13d-1(c), check this box.
|X|
Item 4. Ownership.
(a) Amount Beneficially Owned: In July 1996, Global TeleMedia
International, Inc. (the "Company") commenced a $10 million
Regulation S convertible debenture offering. The Reporting
Person acquired an aggregate principal amount of $1,350,000 of
such convertible debentures from the Company. Pursuant to the
terms of the subscription agreement relating to the purchase
of the convertible debentures, 50% of the principal amount of
the convertible debentures may be converted into shares of
common stock of the Company 45 days following the completion
of the offering and the remaining principal amount is
convertible 75 days following the completion of the offering.
Presently, the Reporting Person has the option to convert its
remaining $650,000 face amount of the offering plus accrued
interest into 2,810,620 shares of common stock of the Company.
(b) Percent of Class: 7.45% (based on 37,721,000 shares of Common
Stock reported outstanding as of November 1998).
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: 2,810,620
(ii) shared power to vote or to direct the vote: 0
(iii) sole power to dispose or to direct the disposition
of: 2,810,620
(iv) shared power to dispose or to direct the disposition
of: 0
Item 5. Ownership of Five Percent or Less of a Class.
Not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on By the Parent Holding Company.
Not applicable.
<PAGE>
Page 5 of 6 Pages
Item 8. Identification and Classification of Members of the Group.
Not applicable.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certifications.
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are not held for
the purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or effect.
<PAGE>
Page 6 of 6 Pages
SIGNATURE
After reasonable inquiry and to the best of its knowledge and belief,
the undersigned certifies that the information set forth in this statement is
true, complete and correct.
Date: January 26, 1999
CANADIAN BANK OF COMMERCE
By: /s/ John Paul Mussicco
Name: John Paul Mussicco
Title: General Manager
