UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INFORMATION REQUIREMENTS FOR FILINGS UPON ACQUISITION OF
FIVE PERCENT OF A CLASS OF EQUITY SECURITIES SUBJECT TO
THE REPORTING REQUIREMENTS OF THE 1934 ACT
SCHEDULE 13D
Under the Securities Act of 1934
INCUBATE THIS! INC.
(Exact name of Issuer)
COMMON STOCK
(Title of Class of Securities)
452938 10 3
(CUSIP Number)
Sharone Perlstein.
265 Sunrise Avenue
Suite 204
Palm Beach, FL 33480
(561) 832-5696
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
02/22/2000
(Date of Event which Requires Filing of the 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
________ .
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(1) Names of Reporting Persons. S.S. or
I.R.S. Identification Number of Above
Persons
Sharone Perlstein SS# ###-##-####
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(2) Check the Appropriate Box if a Member (a)______________________
of a Group (See Instructions) (b)______________________
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(3) SEC Use Only
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(4) Source of Funds (See Instructions)
Sharone Perlstein 00
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(5) Check if Disclosure of Legal Proceedings
is Required Pursuant to Items 2(d) or 2(e)
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(6) Citizenship of Place of Organization:
Sharone Perlstein U.S.A.
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Number of Shares (7) Sole Voting Power 4,000,000 shares
Beneficially Owned
by Each Reporting
Person With (8) Shared Voting Power 0 shares
(9) Sole Dispositive Power 4,000,000 shares
(10) Shared Dispositive Power 0 shares
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<PAGE>
(11) Aggregate Amount Beneficially Owned by
Each Reporting Person
4,000,000 shares
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(12) Check if the Aggregate Amount in Row
(11) Excludes Certain Shares
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(13) Percent of Class Represented by Amount
in Row (11)
99.71%
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(14) Type of Reporting Person (See
Instructions)
IN
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Item 1. Security and Issuer
Class of equity securities to which this statement relates: Common Stock
Name and Address of Principal Executive Offices of Issuer of Securities:
Incubate This! Inc.
265 Sunrise Avenue
Suite 204
Palm Beach, FL 33480
Item 2. Identity and Background
Sharone Perlstein
265 Sunrise Avenue
Suite 204
Palm Beach, FL 33480
Item 3. Sources and Amount of Funds or Other Consideration
The securities that are subject to this report were purchased for cash
by Mr. Perlstein for $400,000 via Rule 506 offering.
Item 4. Purpose of Transaction
Description of any plans or proposals which the reporting persons may have which
relate to or would result in:
a. The acquisition by any person of additional securities of the issuer, or
the disposition of securities of issuer: N/A
b. An extraordinary corporate transaction, such as a merger, reorganization
or liquidation, involving the issuer or any of its subsidiaries: N/A
c. A sale or transfer of a material amount of assets of the issuer or of
any of its subsidiaries: N/A
<PAGE>
d. Any change in the present board of directors or management of the
issuer, including any plans and proposals to change the number or term of
directors or to file any existing vacanies on the board: N/A
e. Any material change in the present capitalization or dividend policy of
the issuer: N/A
f. Any other material change in the issuer's business or corporate
structure: N/A
g. Changes in the issuer's charter, by-laws or instruments corresponding
thereto or other actions which may impede the acquisition of control of the
issuer by any persons: N/A
h. Causing a class of securities of the issuer to be delisted from a
national securities exchange or to cease to be authorized to be quoted in an
inter-dealer quotation system of a registered national securities association:
N/A
i. A class of equity securities of the issuer becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Act: N/A
or
k. Any action similar to any of those enumerated above. N/A
Item 5. Interest in Securities of Issuer
4,000,000 shares of Common Stock representing 99.71% of the issued and
outstanding on the date of issue over all of which Sherone Perlstein holds sole
voting and sole dispositive power.
Item 6. Contracts, Arrangements, Understandings, or Relationships with Respect
to Securities of Issuer
N/A
Item 7. Material to Be Filed as Exhibits
N/A
SIGNATURES
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.
/s/ Sharone Perlstein
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Sharone Perlstein
