UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
(Rule 13d-101)
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Navtech, Inc.
(Name of Issuer)
Common Stock, $.001 Par Value
(Title of Class of Securities)
63935 10 0
(CUSIP Number)
Fred S. Skolnik, Esq.
Certilman Balin Adler & Hyman, LLP
90 Merrick Avenue, East Meadow, NY 11554
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
June 16, 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 the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1 (b)(3) or (4), check the following box [ ]
*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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SCHEDULE 13D
CUSIP No. 63935 10 0 Page 2 of 7 Pages
1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Denis L. Metherell ("Denis")
Eileen L. Metherell ("Eileen")
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)[ ] (b)[ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS* N/A
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEM 2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Denis - United States
Eileen - Canada
NUMBER OF SHARES 7 SOLE VOTING POWER
Denis - 91,330
Eileen - 0
BENEFICIALLY OWNED BY 8 SHARED VOTING POWER
Denis - 64,670
Eileen - 64,670
EACH REPORTING 9 SOLE DISPOSITIVE POWER
Denis - 91,330
Eileen - 0
PERSON WITH 10 SHARED DISPOSITIVE POWER
Denis - 64,670
Eileen - 64,670
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Denis - 156,000
Eileen - 64,670
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) Denis - 5.9%
Eileen - 2.4%
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14 TYPE OF REPORTING PERSON*
Denis - IN
Eileen - IN
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Item 1. Security and Issuer.
The Reporting Persons are making this statement in reference to shares of
Common Stock, par value $.001 per share (the "Common Stock"), of Navtech, Inc.,
a Delaware Icorporation (the "Issuer"). This statement amends and supplements
the Schedule 13D, for an event dated January 31, 2000, filed by the Reporting
Persons. The address of the Issuer's principal executive offices is 2340 Garden
Road, Monterey, California 93940.
Item 2. Identity and Background.
Reference is made to Item 2 to the Reporting Persons' Schedule 13D, filed
with the Securities and Exchange Commission on May 11, 2000.
Item 3. Source and Amount of Funds or Other Consideration.
Not applicable.
Item 4. Purpose of Transaction.
On June 16, 2000, 85,330 shares of Common Stock issued to Denis and Eileen
as joint tenants with rights of survivorship were transferred from the joint
stock account of Denis and Eileen into an IRA account established for Denis.
Subject to and depending upon the availability of prices deemed favorable
by them, the Reporting Persons may choose to purchase additional shares of
Common Stock from time to time in the open market, in privately negotiated
transactions with third parties, or otherwise. In addition, depending upon
prevailing conditions, the Reporting Persons may determine to dispose of shares
of Common Stock held by them in the open market, in privately negotiated
transactions with third parties, or otherwise.
Item 5. Interest in Securities of the Issuer.
(a) Denis holds 156,000 shares of Common Stock, which represents 5.9% of
the total shares of Common Stock of the Issuer outstanding as of May 31, 2000.
Eileen holds 64,670 shares of Common Stock, which represents 2.4% of the total
shares of Common Stock of the Issuer outstanding as of May 31, 2000. The
percentage for the Reporting Persons was calculated using as the denominator the
2,651,980 outstanding shares of Common Stock as of May 31, 2000, based upon the
Quarterly Report on Form 10-QSB filed by the Issuer for the period ended April
30, 2000.
(b) Denis has sole voting and dispositive power with respect to 91,330
shares of such Common Stock and shared voting and dispositive power with respect
to 64,670 shares of such Common Stock. Eileen does not have sole voting and
dispositive power with respect to any such shares of Common Stock; however, she
has shared voting and dispositive power with respect to 64,670 shares of such
Common Stock.
(c) See Item 4 hereof.
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(d) Not applicable.
(e) Eileen ceased to be a beneficial owner of more than five percent (5%)
of the Common Stock of the Issuer on June 16, 2000.
Item 6. Contracts, Arrangements, Understandings or Relationships
With Respect to Securities of the Issuer.
Not applicable.
Item 7. Material to be Filed as Exhibits.
(1) Agreement among the Reporting Persons.
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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.
Date: July 14, 2000
/s/ Denis L. Metherell
-----------------------
Denis L. Metherell
/s/ Eileen L. Metherell
-----------------------
Eileen L. Metherell
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EXHIBIT 1
The undersigned agree that the Schedule 13D amendment to which this
Agreement is attached is filed on behalf of each one of them.
Date: July 14, 2000
/s/ Denis L. Metherell
-----------------------
Denis L. Metherell
/s/ Eileen L. Metherell
-----------------------
Eileen L. Metherell
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