UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. )*
RMS TITANIC INC
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(Name of Issuer)
Common Stock, $.01 par value
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(Title of Class of Securities)
0007496121
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(CUSIP Number)
Bob Stupak
C/O Sperry, Young & Stoecklein
1850 East Flamingo Rd. Suite 111
Las Vegas, Nevada 89119
(702) 794-2590
(Name, Address and Telephone Number of Person Authorized to
Received Notices and Communications)
March 30, 1999
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(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 [ ].
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.
<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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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Bob Stupak
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
Not applicable
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION U.S.
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NUMBER OF (7) SOLE VOTING POWER 50,178
SHARES
BENEFICIALLY (8) SHARED VOTING POWER 0
OWNED BYEACH REPORTING (9) SOLE DISPOSITIVE POWER 50,178
PERSON WITH (10) SHARED DISPOSITIVE POWER 0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
50,178
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ ]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
currently less than 5%
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14 TYPE OF REPORTING PERSON*
INDIVIDUAL
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<PAGE>
SEE INSTRUCTION BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
EXPLANATORY STATEMENT
This filing (the "Filing") pursuant to Rule 13d under then Securities
Exchange Act of 1934, as amended (the "Exchange Act"), the Statement on
Schedule 13D filed by Bob Stupak ("Mr. Stupak"), the "Reporting Person"
with respect to the common stock, par value $.0001 per share (the "Common
Stock"), of RMS Titanic, Inc., a Florida corporation (the "Issuer") or the
("Company"). Unless otherwise indicated, capitalized terms used herein but
not otherwise defined shall have the meanings assigned to them in the
Schedule D.
This filing is for the purpose of reporting open market transactions
involving the sales, transfers and intended purchases of Common Stock by
the Reporting Person. The filing of this report is not, and should not be
and admission that such report is required to be filed.
ITEM 1. SECURITY AND ISSUER
This statement relates to common stock of RMS Titanic, Inc. (the
"Issuer"). The principal executive office of the Issuer are located at 17
Battery Place, New York, New York 10004.
ITEM 2. IDENTITY AND BACKGROUND
This Schedule 13D is filed on behalf of Bob Stupak (a "Reporting
Person").
Stupak. The business address of Mr. Stupak is c/o Sperry, Young &
Stoecklein 1850 E. Flamingo #111, Las Vegas, Nevada 89119. Mr. Stupak is a
citizen of the United States.
During the last five years, the Reporting Person, (i) has not been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors), or (ii) has been a party to a civil proceeding 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.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
N/A
ITEM 4. PURPOSE OF TRANSACTION
As a result of a meeting between George Tulloch, the Issuer's
President, and Allen Carlin, General Counsel at the Issuer's offices in New
York, to discuss Reporting Person's future projects. The Reporting Person
desires that a direct association with the company be made and believes
that relationship, may be economically beneficial to the Shareholders of
Issuer.
<PAGE>
In anticipation of the development of such relationship Reporting
Person hereby discloses his intentions of acquiring a significant amount of
stock in the future, which may be in excess of 5% of the outstanding shares
of Issuer in a random and arbitrary acquisition approach.
Issuer's artifacts derived from its exploration of the Titanic are of
such meaningful historic value that Reporting Person is of the opinion that
such property, in conformity with the policies of the Issuer, should not be
subject to sale to the private sector, however; should be maintained to
honor all those who perished and survived aboard the Titanic and all of
their descendants. The Reporting Person believes that he can make
available to the company, a traditionally dignified place to display any
artifacts, which may be financially beneficial to the company, and its
shareholders.
The Reporting Person is of the belief that the discussions over the
project may result in a long term benefit to the Issuer in full compliance
with the compatibility of the Issuers current philosophy and policy toward
the artifacts retrieved through the exploration of the Titanic.
The Reporting Person, after a meeting in Las Vegas, Nevada, with Larry
Gilbert, president of Exhibition Merchandising, Inc, DBA Titanic
Merchandising, the contractual merchandising arm for R.M.S. Titanic, Inc.,
put into writing an understanding (the "Titanic Merchandising Purchase
Agreement") for purposes of: (i) acquiring Titanic merchandise (replica and
other merchandise) and (ii) establishing an ongoing relationship to acquire
Titanic based merchandise some of which has already been purchased.
At the present time the Reporting Person, in response to Item 2 of
this Statement does not have any plans or proposals which relate to or
would result in any of the following, except as discussed above in Item 2
and in this Item 4:
(1)An extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Issuer or any of its
subsidiaries;
(2)Sale or transfer of a material amount of assets of the Issuer or any
of its subsidiaries;
(3)Any change in the present board of directors or management of the
Issuer, including any plans or proposals to change the number or term of
the directors or to fill any existing vacancies on the board;
(4)Any material change in the present capitalization or dividend policy
of the Issuer;
(5)Any other material change in the Issuer's business or corporate
structure;
(6)Changes in the Issuer's charter, bylaws or instruments corresponding
thereto or other corporate actions which may impede the acquisition of
control of the Company by any person;
(7)Causing the Issuer's Common Stock to cease to be authorized to be
quoted in an inter-dealer quotation system of a registered national
securities association;
(8)A class of equity securities of the Issuer becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the
Securities Exchange Act of 1934, as amended; or
(9) Any action similar to any of those enumerated above.
<PAGE>
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
As of March 26, 1999, the Reporting Person was the beneficial owner of 50,178
shares of Common Stock, which represents approximately 0.310% of the
outstanding Common Stock of the Issuer.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS, OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER
No formal agreements have been signed between the Reporting Person
and any other person with respect to the securities of the Issuer, at the
present time.
Item 7 EXHIBITS
N/A
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.
March 30, 1999 /s/ BOB STUPAK
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Date Bob Stupak
