UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
NET LNNX, INC.
(Name of Issuer)
Common Stock, No Par Value
Preferred Stock, No Par Value
(Title of Class of Securities)
64107P102
(CUSIP Number)
Phillip T. Ridolfo, Jr., Esq.
Greenberg Traurig, P.A.
777 S. Flagler Drive, Suite 300-East Tower
West Palm Beach, Florida 33401
(561) 650-7993
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
March 11, 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 the subject of this
Schedule 13D, and is filing this schedule because of Sections
240.13d-1(e), 240.13d-1(f) or 240.13.d-1(g). Check the following
box [ ] .
Note: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits.
See Section 240.13d-7 for other parties to whom copies are to be
sent.
* The reminder 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.)
<PAGE>
CUSIP No. 64107P102
(1) Names of Reporting Persons/SS or IRS Identification Nos.
of Above Persons:
Benjamin Rogatinsky
(2) Check the Appropriate Row if a Member of a Group (See
Instructions)
(a)
(b) [XX]
(3) SEC Use Only
(4) Sources of Funds (See Instructions)
00
(5) Check if Disclosure of Legal Proceedings is Required Pursuant
to Item 2(d) or 2(e)
(6) Citizenship or Place of Organization
United States Citizen
Number of (7) Sole Voting Power
Shares Bene- Common - 7,837,500 Preferred - 475,000
ficially
Owned by (8) Shared Voting Power
Each Report-
ing Person -0-
With
(9) Sole Dispositive Power
Common - 7,837,500 Preferred - 475,000
(10) Shared Dispositive Power
-0-
(11) Aggregate Amount Beneficially Owned by Each Reporting Person
Common - 7,837,500 Preferred - 475,000
(12) Check if the Aggregate Amount in Row (11) Excludes Certain
Shares (See Instructions)
(13) Percent of Class Represented by Amount in Row (11)
Common - 41.0% Preferred - 47.5%
(14) Type of Reporting Person (See Instructions)
IN
<PAGE>
Item 1. Security and Issuer
1(a) Common Stock, no par value; Preferred Stock, no par
value.
1(b) Net Lnnx, Inc. (the "Issuer"), 7700 N.W. 37th Avenue,
Miami, Florida 33147.
Item 2. Identity and Background
2(a) Benjamin Rogatinsky
2(b) 7700 N.W. 37th Avenue, Miami, Florida 33147.
2(c) Director, Chairman and Chief Executive Officer of Net
Lnnx, Inc., 7700 N.W. 37th Avenue, Miami, Florida 33147.
2(d) None
2(e) None
2(f) United States Citizen
Item 3. Source and Amount of Funds or Other Consideration
The Common Stock and Preferred Stock of the Issuer was
acquired as a result of the acquisition by the Issuer of all of the
outstanding stock of PrintOnTheNet.com, a Delaware corporation
("POTN"). Reporting Person was a shareholder, officer and director
of POTN. Reporting Person's shares in POTN were exchanged for
Issuer's (a) Common Stock at a ratio of 16,500:1 and (b) Preferred
Stock at a ratio of 1,000:1. POTN is not, and has never been, a
publicly traded entity.
Item 4. Purpose of Transaction
As stated in Item 3, Reporting Person acquired the
Issuer's Common Stock and Preferred Stock as a result of the
acquisition of all the outstanding shares of POTN by Issuer.
Reporting Person does not intend to acquire any additional
securities of the Issuer at this time, nor are any sales, transfers
or extraordinary corporate transactions contemplated. As a
condition of the acquisition, several of the current Board of
Directors of the Issuer resigned and appointed Reporting Person and
two other directors of POTN to the Board of Directors of the
Issuer. No additional plans to alter the present board of
directors, charter, bylaws or corresponding instruments are
contemplated and no material change in the Issuer's present
capitalization or dividend policy will occur as a result of this
acquisition. This acquisition will not result in any class of the
Issuer's securities being delisted or ceasing to be authorized to
be quoted in any inter-dealer quotation system. This acquisition
will not result in any class of Issuer's equity securities becoming
eligible for termination of registration pursuant to Section
12(g)(4) of the Act nor is any action similar to those listed above
contemplated.
The sole purpose of this transaction was to make POTN a
wholly owned subsidiary of the Issuer and to conduct the proposed
business of POTN as such subsidiary.
<PAGE>
Item 5. Interest in Securities of the Issuer
5(a) According to Issuer's most recent 10-QSB, it had
2,634,102 shares of Common Stock and no shares of Preferred Stock
outstanding as of July 31, 1998. An additional 16,500,000 shares
of Common Stock and 1,000,000 shares of Preferred Stock were issued
in connection with the acquisition described in Item 3, giving
Issuer a total of 19,134,102 shares outstanding as of March 11,
1999. Reporting Person received 7,837,500 shares of Net Lnnx's
Common Stock and 475,000 shares of Net Lnnx's Preferred Stock in
the acquisition.
5(b) Reporting Person has sole power to vote and sole
dispositive power over 11,260,825 shares on a fully diluted basis.
5(c) Other than the acquisition of 11,260,825 shares on a
fully diluted basis which is the subject of this report, no other
transactions concerning Issuer's securities have been effected by
Reporting Person within the last 60 days.
5(d) No person other than Reporting Person is entitled to
receive or direct the receipt of dividends from the subject
securities.
5(e) Not applicable.
ITEM 6: CONTRACTS, ARRANGEMENTS, UNDERSTANDING OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER.
Pursuant to an Agreement and Plan of Merger (the "Agreement")
between the Issuer and the holders of all of the outstanding shares
of Common Stock of POTN dated February 18, 1999, the Issuer
acquired all of the outstanding Common Stock of POTN in exchange
for an initial issue of 16,500,000 shares of the Issuer's Common
Stock and 1,000,000 shares of the Issuer's Preferred Stock (the
"Transaction").
Although the Reporting Person acted together with the other
shareholders of POTN in entering into the Agreement, the Reporting
Person disclaims that such action constitutes membership in a group
that has been formed for the purpose of acquiring, holding,
disposing or voting equity securities of the Issuer.
ITEM 7: MATERIAL TO BE FILED AS EXHIBITS
Agreement and Plan of Merger dated as of February 18, 1999
(Incorporated by reference from Exhibit 10.1 to the Registrant's
Form 8-K filed with the Commission on March 26, 1999.
<PAGE>
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.
3/26/99 /s/ Benjamin Rogatinsky
Date Signature
Benjamin Rogatinsky,
Chairman and Chief Executive Officer
Name/Title
The original statement shall be signed by each person on whose
behalf the statement is filed or his authorized representative. If
the statement is signed on behalf of a person by his authorized
representative (other than an executive officer or general partner
of the filing person), evidence of the representative's authority
to sign on behalf of such person shall be filed with this
statement: provided, however, that a power of attorney for this
purpose which is already on file with the Commission may be
incorporated by reference. The name an any title of each person
who signs the statement shall be typed or printed beneath his
signature.
Attention: Intentional misstatements or omissions of fact
constitute Federal criminal violations (See 18 U.S.C. 1001)
