SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
INFORMATION TO BE INCLUDED IN STATEMENTS FILED
PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO
FILED PURSUANT TO RULE 13d-2(a)
(Amendment No. ___)*
Grand Central Silver Mines, Inc.
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(Name of Issuer)
Common Stock, no par value per share
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(Title of Class of Securities)
6795
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(CUSIP Number)
Waylon E. McMullen
P.O. Box 795517
Dallas, Texas 75379
(972) 239-2290
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
March 30, 1998
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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(e)(f) or (g), check the following box. [ ]
Note: Schedules filed in paper format shall include a
signed original and five copies of the schedule, including all
exhibits. See Rule 13d-7(b) for other parties to whom copies are
to be sent.
(Continued on following pages)
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*The remainder of this cover page should 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, as amended (the "Exchange
Act") or otherwise subject to the liabilities of that section of
the Exchange Act but shall be subject to all other provisions of
the Exchange Act (however, see the Notes).
<PAGE>
CUSIP No. 6785 Grand Central Silver Mines, Inc.
(1) Name of Reporting Person Pines Internatonal Resorts, Inc.
IRS Identification No. (entities only)
(2) Check the Appropriate Box if a (a) [ ]
Member of a Group* (b) [ X ]
(3) SEC Use Only
(4) Source of Funds* WC and OO
(5) Check Box if Disclosure of Legal [ ]
Proceedings is Required Pursuant
to Items 2(d) or 2(e)
(6) Citizenship or Place of Organization Delaware
Number of Shares (7) Sole Voting 900,000
Power
Beneficially
(8) Shared Voting 0
Owned by Each Power
Reporting Person (9) Sole Dispositive 900,000
Power
with:
(10) Shared Dispositive 0
Power
(11) Aggregate Amount Beneficially Owned 900,000
by Each Reporting Person
(12) Check Box if the Aggregate Amount in [ ]
Row (11) Excludes Certain Shares*
(13) Percent of Class Represented by 14.85%
Amount in Row (11)
(14) Type of Reporting Person* CO
*SEE INSTRUCTIONS BEFORE FILLING OUT
<PAGE>
CUSIP No. 6785 Graand Central Silver Mines, Inc.
SCHEDULE 13D
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Filed Pursuant to Rule 13d-1
Item 1. Security and Issuer
This Schedule 13D relates to shares of Common Stock, $.01
par value ("the shares"), of Grand Central Silver Mines, Inc.
("the Company"). The principal executive offices of the Company
are located at 1010 Ironwood Drive, Suite 105, Coeur d'Alene,
Idaho 83814.
Item 2. Identity and Background
(a) This Schedule 13D is being filed by Pines International
Resorts, Inc., a Delaware Corporation ("Pines").
(b) 950 Third Avenue, Suite 2500, New York, New York 10022.
(c) The present principal business of Pines is a holding
company.
(d) During the past five years none of the executive
officers, directors, or controlling persons of Pines
has been convicted in a criminal proceeding.
(e) During the past five years none of the executive
officers, directors, or controlling persons of Pines
has been a party to a civil proceeding or 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
The aggregate amount of funds required by Pines to purchase
the 900,000 shares owned by it was $1,100,000. The funds
consisted of cash and notes. The cash came from working capital.
Item 4. Purpose of Transaction
Pines purchased the Shares for purposes of investment and
depending upon its evaluation of the Company's business and
prospects , future developments, market conditions and other
factors, Pines may from time to time, purchase additional shares
or sell or cause to be sold, all or a portion of these Shares for
which Pines exercises voting or dispositive power, either in the
open market or privately negotiated transactions or otherwise.
Subject to the foregoing, Pines has no plans or proposals
which relate to Item 4 (a) through (j) of Schedule 13D.
Item 5. Interest in Securities of the Issuer
(a) Pines is the direct beneficial owner of 900,000 Shares,
representing approximately 14.85% of the Shares
outstanding.
(b) Pines has sole power to vote and sole power to dispose
of the Shares.
(c) Not Applicable.
(d) Not Applicable
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer
There are none.
<PAGE>
CUSIP No. 6785 Grand Central Silver Mines, Inc.
Item 7. Material to Be Filed as Exhibits
None.
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.
June 30, 1998 PINES INTERNATIONAL RESORTS, INC.
By: /s/ WAYLON E. MCMULLEN
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Waylon E. McMullen, President
