UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
ULTIMISTICS, INC.
(Name of Issuer)
Common Stock, $.00001 par value
(Title of Class of Securities)
903850 40 2
(CUSIP Number)
Donald F. Mintmire
Mintmire & Associates
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)
March 7, 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
statement because of Rule 13d-1(b)(3) or (4), check the following box: [ ]
If the filing person has previously filed a statement on Schedule 13G
to report acquisition which is a subject of this Schedule 13D and is filing this
Schedule because of Rule 13d- 1(b)(3) or (4), check the following box o. (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 (5%) of the class
of securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent (5%) or less of such
class. (See Rule 13d-7.)
CUSIP NO. 903850 40 2
(1) Names of Reporting Fairbanks, Inc.
Persons. S.S. or I.R.S. IRS EIN# 65-0693481
Identification Nos. of
Above Persons
(2) Check the Appropriate Box (a)
if a Member of a Group (b) X
(3) SEC Use Only
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(4) Source of Funds 00 (Newly issued shares of
reporting entities common
stock, par value $.0001)
(5) Check if Disclosure of None.
Legal Proceedings is
Required Pursuant to
tems 2(d) or 2(e)
(6) Citizenship or Place or Florida domiciled corporation.
Organization
Number of Shares Beneficially
Owned by Each Reporting Person
With:
(7) Sole Voting Power 21,138,507
(8) Shared Voting Power -0-
(9) Sole Dispositive Power 21,138,507
(10)Shared Dispositive Power -0-
(11)Aggregate Amount 21,138,507.74
Beneficially Owned by
Each Reporting Person
(12)Check if the Aggregate No.
Amount in Row (11)
Excludes Certain Shares
(13)Percent of Class 74%
Represented by Amount in
Row (11)
(14)Type of Reporting Person CO
ITEM 1. SECURITY AND ISSUER.
The title of the class of equity securities to which this statement
relates is common stock, par value $.00001 of the issuer. The name and address
of the principal executive office of the issuer is Ultimistics, Inc., 230 Park
Avenue, Suite 1000, New York, NY 10169.
ITEM 2. IDENTITY AND BACKGROUND.
The person filing this statement is Fairbanks, Inc., a Florida corporation.
Fairbanks, Inc. principal business and principal business address is real estate
management and 265 Sunrise Avenue, Suite 204, Palm Beach, FL 33480 respectively.
The names, addresses
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and principal occupations of each executive officer and director of Fairbanks,
Inc. is as follows:
1. Ira Tritt, 68 East 86th Street, New York, NY 10028, principal occupation
is as a manager and investor, a U.S. citizen, and, serves as President of
Fairbanks, Inc.
2. Christian Pays, 8 Allee Claude Monet, Levallois Perret, France 92300,
principal occupation is as a manager and investor, a French citizen, and, serves
as Secretary and Treasurer of Fairbanks, Inc.
None of the officers and directors of Fairbanks, Inc. have been
convicted in a criminal proceeding and none have been a party to a civil
proceeding of a judicial or administrative body where either has been subjected
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 consideration for the acquisition of shares was 7,707,751 shares of
newly issued Fairbanks, Inc., common stock, par value $.0001.
ITEM 4. PURPOSE OF TRANSACTION.
The purpose of the acquisition of the securities of the issuer was to
effectuate a change of control of the issuer. Although the reporting person does
not have any definitive plans or proposals: (a) that would result in acquisition
of additional securities of the issuer; (b) any extraordinary corporate
transaction such as a merger, reorganization or liquidation involving the
issuer; (c) any change in the present board of directors or management of the
issuer; (d) any other material changes in the present capitalization or dividend
policy of the issuer; (e) any other material change in the issuers business or
corporate structure; (f) any change in the issuers bylaws; or, (g) any plans
with respect to the listing of the issuers stock from trading, registration, or
from termination of registration pursuant to section 12 of the Securities &
Exchange Act of 1934, the reporting person intends to consider all of its
options with respect to the foregoing. To the extent the reporting person enters
into such plans this report shall be appropriately amended.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
The aggregate number of securities acquired by Fairbanks, Inc. of the
issuer is 21,138,507, and constitutes 74% of the total issued and outstanding
shares of the single class of stock of the issuer. The reporting person has sole
power to vote and dispose of such securities. The reporting person has not had
any previous transactions in the issuer.
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ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER.
None.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
None.
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 this 7th day of March, 1997.
ULTIMISTICS, INC.
By:/s/Frederic Hassid
Frederic G. Hassid, President
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