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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. __)
CHARTER COMMUNICATIONS INTERNATIONAL, INC.
(Name of Issuer)
COMMON STOCK, $.00001 PAR VALUE
(Title of Class of Securities)
161174-10-7
(CUSIP number)
DAVID G. OLSON
1701 HERMANN DR., #25G
HOUSTON, TEXAS 77004
(Name, Address and Telephone
Number of Person Authorized to
Receive Notices and Communications)
January 29, 1997
(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 [ ].
Check the following box if a fee is being paid with this statement [X]. (A
fee is not required only if the reporting 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.)
Page 1 of 6 Pages
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SCHEDULE 13D
CUSIP NO. 161174-10-7 PAGE 2 OF 6 PAGES
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
THE AURUM GROUP LIMITED PARTNERSHIP
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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*
PF
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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
TEXAS
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NUMBER OF 7 SOLE VOTING POWER
SHARES 1,753,629
BENEFICIALLY ---------------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH ---------------------------------------------------------
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON 1,753,629
WITH ---------------------------------------------------------
10 SHARED DISPOSITIVE POWER
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,753,629
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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)
6.3%
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14 TYPE OF REPORTING PERSON*
PN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
SEC 1746 (9-88) 2 OF 7
Page 2 of 6 Pages
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ITEM 1. SECURITY AND ISSUER.
This Schedule 13D relates to the Common Stock, $.00001 par value (the
"Common Stock"), of Charter Communications International, Inc., a Nevada
corporation (the "Company"). The principal executive offices of the Company
are located at 17100 El Camino Real, Houston, Texas 77058.
ITEM 2. IDENTITY AND BACKGROUND.
The Aurum Group Limited Partnership ("Aurum") is a limited partnership
formed under the laws of Texas. Aurum's principal business is holding and
investing assets on behalf of its limited partners. Aurum's address is 1701
Hermann Drive #25G, Houston, Texas 77004.
Potere Management, Inc., a Texas corporation ("Potere"), as the general
partner of Aurum, may be deemed to beneficially own the stock reported herein
as owned by Aurum. Potere's principal business is the management of Aurum's
investments and providing associated consulting services. Potere's address
is 1701 Hermann Drive #25G, Houston, Texas 77004.
David G. Olson ("Olson") may be deemed to beneficially own the stock
reported herein as owned by Aurum and owned by or deemed to be owned by
Potere. Mr. Olson is the President of Potere, its sole shareholder, and is a
beneficiary of certain trusts which are limited partners of Aurum. Mr. Olson
is also a director and the Chief Executive Officer of the Company. Mr. Olson
is a citizen of the United States of America. His address is 1701 Hermann
Drive #25G, Houston, Texas 77004.
None of Aurum, Potere or Olson (collectively referred to as the
"Reporting Persons") has, during the last five years, been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors).
None of the Reporting Persons has been, during the last five years, a party
to a civil proceeding of a judicial or administrative body of competent
jurisdiction 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.
On January 29, 1997, Aurum purchased 500,000 shares of Common Stock in a
private placement by paying cash and converting certain debts owed by the
Company to Aurum. The purchase price for the restricted stock received by
Aurum was $1.00 per share. The purchase reported herein was Aurum's first
since the Company registered its
Page 3 of 6 Pages
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Common Stock on Form 8-A pursuant to Section 12(g) of the Securities Exchange
Act of 1934.
ITEM 4. PURPOSE OF TRANSACTION.
The purpose of the purchase by Aurum reported herein was investment.
Aurum anticipates that in the near future it may distribute some portion of
the Common Stock it owns to some or all of its limited partners. Except as
otherwise set forth in this Schedule 13D, Aurum and the persons named herein
do not have any plans or proposals which relate to or which would result in:
(a) The acquisition by any person of additional securities of the
Company, or the disposition of securities of the Company;
(b) An extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Company or any of its
subsidiaries;
(c) A sale or transfer of a material amount of assets of the Company
or any of its subsidiaries;
(d) Any change in the present board of directors or management of the
Company, including any plans or proposals to change the number or term of
directors or to fill any existing vacancies on the board;
(e) Any material change in the present capitalization or dividend
policy of the Company;
(f) Any other material change in the business or corporate structure
of the Company;
(g) Changes in the charter, bylaws or instruments corresponding
thereto of the Company or other actions which may impede the acquisition of
control of the Company by any person;
(h) Causing a class of securities of the Company 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;
(i) A class of equity securities of the Company becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Securities
Exchange Act of 1934; or
(j) Any action similar to any of those enumerated above.
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Aurum and the persons named herein may change the purpose of its investment
and may develop plans or proposals relating to the foregoing in the future.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
As of the date hereof, Aurum owns 1,753,629 shares of Common Stock,
representing approximately 6.3% of the issued and outstanding Common Stock of
the Company. Potere holds options to purchase 50,000 shares of Common Stock
which are exerciseable within sixty days and may be deemed to beneficially
own the Common Stock owned by Aurum. Olson may be deemed to beneficially own
the Common Stock beneficially owned by Aurum and Potere.
Aurum has the sole power to vote and dispose of all of the Common Stock
owned by it, except to the extent that Potere and Olson, as the General
Partner and President of the General Partner, respectively, may be deemed to
share such power.
During the past 60 days, Aurum has effected the following transactions in
Common Stock:
(1) Contribution to the capital of the Company of 210,692 shares of Common
Stock of the Company effective January 29, 1997.
(2) Transfer of an aggregate of 278,856 shares of Common Stock in private
transactions without receiving any consideration therefor.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
Aurum is a party to a Registration Rights Agreement (the "Registration
Rights Agreement") dated September 4, 1996, pursuant to which the Company has
agreed to register shares of Common Stock on behalf of Stephen E. Raville,
Patrick E. Delaney and Aurum (collectively, the "Stockholders") under certain
circumstances. The Registration Rights Agreement provides that the Company
will use its reasonable best efforts to file a "shelf registration" covering
all of the Common Stock (or such lesser number as they shall agree) held by
the Stockholders as of the date of the Registration Rights Agreement upon the
request of any of the Stockholders.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
None.
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After reasonable inquiry and to the best of his knowledge and belief,
the undersigned certifies that the information set forth in this statement is
true, complete and correct.
THE AURUM GROUP LIMITED PARTNERSHIP
By: Potere Management, Inc.,
its General Partner
By /s/ David G. Olson
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David G. Olson, President
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