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OMB APPROVAL
UNITED STATES OMB Number. 3235-0145
SECURITIES AND EXCHANGE COMMISSION Expires: August 31, 1991
WASHINGTON, D.C. 20549 Estimated average burden
hours per response 14.90
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. )*
Vaal Reefs Exploration & Mining Co. Ltd.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
91850640
(CUSIP Number)
Check the following box if a fee is being paid with the statement [ ]. (A fee is
not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7).
*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 ("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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CUSIP No. 91850640 13G PAGE 2 OF 5 PAGES
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Keystone Precious Metals Holdings, Inc.
I.R.S. #95-2778170
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
a [ ]
b [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
5. SOLE VOTING POWER
549,000 Shares, Common Stock
6. SHARED VOTING POWER
None
7. SOLE DISPOSITION POWER
549,000 Shares, Common Stock
8. SHARED DISPOSITION POWER
None
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
549,000 Shares, Common Stock
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
N/A
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
28.73%
12. TYPE OF REPORTING PERSON*
IC
*SEE INSTRUCTION BEFORE FILLING OUT!
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PAGE 3 OF 5 PAGES
Item 1(a). Name of Issuer:
Vaal Reefs Exploration & Mining Co. Ltd.
Item 1(b). Address of Issuer's Principal Executive Offices:
One Marine Midland Center
Buffalo, NY 14203
Item 2(a). Name of Person Filing:
Keystone Precious Metals Holdings, Inc.
Item 2(b). Address of Principal Business Office, or, if none, residence:
200 Berkeley Street
Boston, MA 02116
Item 2(c). Place of organization:
Delaware
Item 2(d). Title of Class of Securities:
Common Stock
Item 2(e). CUSIP Number:
91850640
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or
13d-2(b), check whether the person filing is a:
(a) [ ] Broker or Dealer registered under Section 15
of the Act
(b) [ ] Bank as defined in Section 3(a)(6) of the Act
(c) [ ] Insurance Company as defined in Section
3(a)(19) of the Act
(d) [X] Investment Company registered under Section 8
of the Investment Company Act
(e) [ ] Investment Company registered under Section
203 of the Investment Advisers Act of 1940
(f) [ ] Employee Benefit Plan, Pension Fund
which is subject to the provisions of the
Employee Retirement Income Security Act of
1974 or Endowment Fund; see Section 240.13d-
1(b)(1)(ii)(F)
(g) [ ] Parent Holding Company, in accordance with
Section 240.13d-1(b)(ii)(G) (Note: See Item 7)
(h) [ ] Group, in accordance with Section
240.13d-1(b)(1)(ii)(H)
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PAGE 4 OF 5 PAGES
Item 4. Ownership:
If the percent of the class owned, as of December 31 of the year
covered by the statement, or as of the last day of any month
described in Rule 13d-1(b)(2), if applicable, exceeds five
percent, provide the following information as of that date and
identify those shares which there is a right to acquire.
(a) Amount Beneficially Owned:
549,000
(b) Percent of Class:
28.73%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
549,000
(ii) shared power to vote or to direct the vote:
None
(iii) sole power to dispose or to direct the disposition of:
549,000
(iv) shared power to dispose of or to direct the disposition of:
None
Item 5. Ownership of Five Percent or Less of a Class:
If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check
the following [ ].
Item 6. Ownership of More than Five Percent on Behalf of Another Person:
N/A
Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on by the Parent
Holding Company:
N/A
Item 8. Identification and Classification of Members of the Group:
N/A
Item 9. Notice of Dissolution of Group:
N/A
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PAGE 5 OF 5 PAGES
Item 10. Certification:
The following certificate shall be included if the statement is
filed pursuant to Rule 13-1(b):
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the
ordinary course of business and were not acquired for the purpose
of and do not have the effect of changing or influencing the
control of the issuer of such securities and were not acquired in
connection with or as a participant in any transaction having such
purposes of effect.
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.
KEYSTONE PRECIOUS METALS HOLDINGS, INC.
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(Name of Entity)
By Albert H. Elfner, III
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Title: President
Dated: February 14, 1996
