<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
CALA CORPORATION
- -------------------------------------------------------------------------------
(Name of Issuer)
COMMON STOCK
- -------------------------------------------------------------------------------
(Title of Class of Securities)
224908 30 1
- -------------------------------------------------------------------------------
(CUSIP Number)
STEPHEN A. ZRENDA, JR., STEPHEN A. ZRENDA, JR., P.C., 100 NORTH BROADWAY,
SUITE 2100, OKLAHOMA CITY, OKLAHOMA 73102-8601; (405) 235-2111
- -------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
NOVEMBER 16, 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 Rule 13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box. /X/
(A fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent of
the class of securities described in Item I; and (2) has filed no amendment
subsequent thereto reporting beneficial ownership of five percent or less of
such class.) (See Rule 13d-7.)
NOTE: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are to
be sent.
*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).
<PAGE>
SCHEDULE 13D
CUSIP NO. 224908 30 1
GARY MODAFFERI
- -------------------------------------------------------------------------------
(1) Names of Reporting Persons. I.R.S. Identification Nos.
of Above Persons (entities only)
NOT APPLICABLE
- -------------------------------------------------------------------------------
(2) Check the Appropriate Box if a Member (a) / /
of a Group (b) / /
- -------------------------------------------------------------------------------
(3) SEC Use Only
PF
- -------------------------------------------------------------------------------
(4) Source of Funds
- -------------------------------------------------------------------------------
(5) Check Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) / /
UNITED STATES
- -------------------------------------------------------------------------------
(6) Citizenship or Place of Organization
Number of Shares (7) Sole Voting Power
Beneficially Owned 2,800,000 SHARES OF COMMON STOCK
by Each Reporting ---------------------------------------
Person With
(8) Shared Voting Power
N/A
---------------------------------------
(9) Sole Dispositive Power
2,800,000 SHARES OF COMMON STOCK
---------------------------------------
(10) Shared Dispositive Power
N/A
---------------------------------------
2,800,000 SHARES OF COMMON STOCK
- -------------------------------------------------------------------------------
(11) Aggregate Amount Beneficially Owned by Each Reporting Person
N/A
- -------------------------------------------------------------------------------
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares
12.7% OF COMMON STOCK
- -------------------------------------------------------------------------------
(13) Percent of Class Represented by Amount in Row (11)
IN
- -------------------------------------------------------------------------------
(14) Type of Reporting Person
2
<PAGE>
ITEM 1. SECURITY AND ISSUER
This statement relates to the Common Stock, $.005 par value (the
"Common Stock") and other securities of Cala Corporation (formerly Creative
Restaurant Concepts, Inc.), an Oklahoma corporation (the "Issuer"), which
presently has its principal executive offices at 6430 Avondale Drive,
Oklahoma City, Oklahoma 73116.
ITEM 2. IDENTITY AND BACKGROUND
This statement relates to the securities of the Issuer that were
acquired by Mr. Gary Modafferi. The principal business of Mr. Modafferi has
been restaurant management and consulting services. His business address is
3003 Balboa Street, San Francisco, California 94121.
Mr. Modafferi has not, during the last five years, been convicted in
any criminal proceeding (excluding traffic violations or similar
misdemeanors) or been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and, as a result of such
proceeding, was or is subject to 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. In December 1998, Mr. Modafferi was convicted of distribution of a
controlled substance (18 USC, Section 841) in the United States District
Court for the District of Hawaii.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Mr. Modafferi acquired 2,800,000 shares of the Common Stock, $.005 par
value of the Issuer. The securities were acquired directly from the Issuer.
The purchase was made from his personal funds without loans or other
financing arrangements by exchanging his rights to a restaurant lease
currently under construction at Fishermens Warf in San Francisco, California.
ITEM 4. PURPOSE OF TRANSACTION
The purpose of the acquisition of the securities of the Issuer by Mr.
Modafferi was primarily for investment purposes.
(a) There are tentative plans and proposals to issue additional
securities of the Issuer in exchange for assets.
(b) There are no current plans or proposals regarding an extraordinary
transaction, such as a specific merger, reorganization, or liquidation
involving the Issuer or its subsidiaries.
(c) There are no current plans or proposals involving a sale or
transfer of a material amount of the assets of the Issuer or its subsidiaries.
(d) There are presently two vacancies on the Board of Directors of the
Issuer, which has an authorized number of five members. There are no plans to
change the total authorized number of directors on the Board of Directors, or
to change their term of office.
(e) There are no current plans or proposals to cause any material change
in the present capitalization or dividend policy of the Issuer.
3
<PAGE>
(f) There are no current plans or proposals to make material changes in
the Issuer's business or corporate structure; except that the Board of
Directors is considering a reverse stock split in the near future.
(g) There are no current plans or proposals to make any changes in the
Issuer's charter, bylaws or similar instruments, or other actions that may
impede the acquisition of control of the Issuer by any person.
(h) There are no current plans or proposals to cause the Common Stock
of the Issuer to be delisted from the over-the-counter pink-sheet market.
(i) There are no current plans or proposals to cause the Common Stock
of the Issuer to become eligible for termination of registration pursuant to
Section 12(g)(4) of the Securities Exchange Act of 1934.
(j) There are no current plans or proposals regarding any action
similar to those enumerated above.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) As of the date hereof, Mr. Modafferi is the beneficial owner of
2,800,000 shares of the Common Stock of the Issuer.
(b) Mr. Modafferi has the sole power to vote and to dispose of the
securities of the Issuer described herein.
(c) No other purchases or sales of the Common Stock of the Issuer have
been made by Mr. Modafferi during the past 60 days.
(d) To the best knowledge of Mr. Modafferi, no other person has the
right to receive or the power to direct the receipt of dividends from, or the
proceeds from the sale of, the securities beneficially owned by him.
(e) Not Applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER
Except as described herein, there are no contracts, arrangements,
understandings or relationships (legal or otherwise) to the best his
knowledge, concerning the transfer or the voting of any securities of the
Issuer, finder's fees, joint ventures, loan or option arrangements, puts or
calls, guarantees of profits, division of profits or loss, or the giving or
withholding of proxies regarding the securities of the Issuer owned by Mr.
Modafferi.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
None.
4
<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.
November 30, 1999
/s/ GARY MODAFFERI
--------------------------
Gary Modafferi
5
