OMB APPROVAL
OMB Number: 3235-0145
Expires: September 30, 1988
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.___1__)*
W W Capital Corporation
(Name of Issuer)
Common
(Title of Class of Securities)
929363-30-7
(CUSIP Number)
Check the following box if a fee is being paid with this 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).
SEC 1745 (5-87)
CUSIP No. 929363-30-7
13G
Page 2of 5 Pages
1. NAME OF REPORTING PERSON Fred P. Deyoe
S.S. or I.R.S IDENTIFICATION NO. OF ABOVE PERSON ###-##-####
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) X (b)
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION United States
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH
5. SOLE VOTING POWER
6. SHARED VOTING POWER 293,958
7. SOLE DISPOSITIVE POWER
8. SHARED DISPOSITIVE POWER 293,958
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY 293,958
EACH REPORTING PERSON
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) N/A
EXCLUDES CERTAIN SHARES*
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 5.4%
12. TYPE OF REPORTING PERSON IN
Schedule 13G
Page 3 of 5
Item 1.
(a) Name of Issuer:
W W CAPITAL CORPORATION
(b) Address of Issuer's
Principal Executive Offices:
11990 Grant Street, Suite 400
Northglenn, CO 80233
Item 2.
(a) Name of Person Filing:
Fred P. Deyoe
(b) Address of Principal
Business Office or, if none, Residence:
2210 Woodrow
Dodge City, KS 67801
(c) Citizenship:
United States
(d) Title of Class of Securities:
Common
(e) CUSIP Number: 929363-30-7
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) [ ] Investment Company
registered under
Section 8 of the
Investment Company
Act
(e) [ ] Investment Adviser
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
(g) [ ] Parent Holding
Company, in
accordance with Rule
13d-1(b)(ii)(G)
(h) [ ] Group, in accordance
with Rule 13d-
1(b)(1)(ii)(H)
<PAGE>
Schedule 13G
Page 4 of 5
Item 4. Ownership:
(a) Amount Beneficially Owned: 293,958
(b) Percent of Class: 5.4%
(c) Number of shares to which such person has:
(i) sole power to vote or to direct the vote
(ii) shared power to vote or to direct the vote 293,958
(iii) sole power to dispose or to direct the
disposition of
(iv) shared power to dispose or to direct the 293,958
disposition of
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 thereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities, check the following [ ]. N/A
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 to Dissolution of Group:
Item 10. Certification:
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 or effect.
<PAGE>
Schedule 13G
Page 5 of 5
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
Signature
Name/Title
