UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Best of America Corporation
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
0865332108
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(CUSIP Number)
Brett N. Brinson
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Post Office Box 3513, Baton Rouge, Louisiana 70821 (504) 387-0999
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
July 28, 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(b)(3) or (4), check the following box [_].
Check the following box is a fee is being paid with the statement [_]. (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.)
Note: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) for other parties to whom copies are to be
sent.
*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
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 ("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).
<PAGE>2
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1 Name of Reporting Person - The Julian Rish Group, Inc.
S.S. or I.R.S. Identification No. of Above Person 72-0835074
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2 N/A
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3 N/A
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4 Source of Funds - PF; 00
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5 N/A
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6 Citizenship or Place of Organization
Louisiana
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Number of 7 Sole Voting Power
Shares 5,146,961 of common stock
Beneficially 216,200 of preferred stock
Owned By
Each 8 Shares of Voting Power
Reporting -0-
Person With
9 Sole Dispositive Power
5,146,961 of common stock
216,200 of preferred stock
10 Shared Dispositive Power
-0-
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11 Aggregate Amount Beneficially Owned by Each Reporting Person
5,146,961 of common stock
216,200 of preferred stock
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12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares[__]
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13 Percent of Stock Represented by Amounts in Row (11) are 52.9% of Common
Stock based upon outstanding shares of 9,729,000 as of 7/28/98, 100% of
Preferred Stock based upon outstanding shares of 216,200 as of 7/28/98
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14 Type of Reporting Person - CO
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1 Name of Reporting Person - Julian P. Rish
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2 N/A
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3 N/A
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4 Source of Funds - PF; 00
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5 N/A
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6 Citizenship or Place of Organization
USA
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Number of 7 Sole Voting Power
Shares 15,000 of common stock
Beneficially
Owned By 8 Shares of Voting Power
Each -0-
Reporting
Person With 9 Sole Dispositive Power
15,000 of common stock
10 Shared Dispositive Power
-0-
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11 Aggregate Amount Beneficially Owned by Each Reporting Person
5,161,961 of common stock
216,200 of preferred stock
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12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [__]
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13 Percent of Stock Represented by Amounts in Row (11) are 53.1% of Common
Stock based upon outstanding shares of 9,729,000 as of 7/28/98
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14 Type of Reporting Person - IN
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Item 1. Security and Issuer
The class of equity securities to which this statement relates is the common
stock of Best of America Corporation, a Colorado corporation (the "Issuer").
The principal executive office is 674 Renoir Avenue, Suite 1, Baton Rouge,
Louisiana 70806. Telephone number (504)926-0596.
Item 2. Identity and Background
The information is provided below with respect to the reporting person.
(I) (a) The Julian Rish Group, Inc.;
(b) Organized under the laws of the State of Louisiana;
(c) The Julian Rish Group, Inc. is a Business Management Group. The
address is 674 Renoir Avenue, Suite 1, Baton Rouge, Louisiana 70806;
(d) During the last five years, The Julian Rish Group, Inc. has not been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors);
(e) During the last five years, The Julian Rish Group, Inc. has not been a
party to any civil proceeding of a judicial or administrative body of competent
jurisdiction resulting in 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.
(II) (a) Julian P. Rish;
(b) 12113 Industriplex Boulevard, Baton Rouge, Louisiana 70809;
(c) Julian Rish is an entrepreneur who has focused his interest in the
Baton Rouge and south Louisiana area. He is the president and sole shareholder
of The Julian Rish Group, Inc. which provides various management consulting
services and pursues various acquisitions. Mr. Rish is also a director of Baton
Rouge Outpatient Rehab, Inc. which provides rehabilitation services primarily
for Medicare/Medicaid patients;
(d) During the last five years, Julian Rish has not been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors);
(e) During the last five years, Julian Rish has not been a party to any
civil proceeding of a judicial or administrative body of competent jurisdiction
resulting in 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;
(f) I am a citizen of the United States.
<PAGE>4
Item 3. Source and Amount of Funds or Other Consideration
On July 28, 1998, with corporate funds of The Julian Rish Group, Inc., no part
of which has been borrowed, The Julian Rish Group, Inc. purchased 4,570,682
shares of common stock and 216,200 of preferred stock of the Issuer from
American National Corporation and 576,279 shares of common stock of the Issuer
from Marbane Construction Company. The purchase price of the stock was $80,000
paid in cash and the assumption of approximately $74,800.00 of debt from the
Sellers and other related entities and individuals.
Julian Rish, with personal funds, had previously purchased 15,000 shares of
common stock of the Issuer. The purchase was in excess of a year prior to the
purchase by The Julian Rish Group, Inc. and was not part of a plan to obtain a
controlling interest in the Issuer.
Item 4. Purpose of Transaction
The Julian Rish Group, Inc. is currently evaluating certain acquisitions to
be pursued by the Issuer. However, at this time, such evaluations are of a
preliminary nature. The Julian Rish Group, Inc. is also considering selling the
Issuer*s wholly owned subsidiary, Best of America Car Wash Systems, Inc. if a
willing buyer can be located.
The Julian Rish Group, Inc. intends to call a shareholders* meeting to elect
a new board of directors. The new board will then evaluate the existing
management structure of the Issuer and will make changes as it deems
appropriate.
Various brokers have been in contact with The Julian Rish Group, Inc.
regarding its plans for the Issuer. They indicated they intend to recommend to
their clients to acquire some of the remaining outstanding stock based on the
belief that The Julian Rish Group, Inc. will be able to improve the Issuer's
financial position.
Except as set forth above, neither The Julian Rish Group, Inc. nor Julian Rish
has any plans or proposals with respect to any of the matters set forth in
Paragraphs (a) through (j) of Item 4 of Schedule 13D.
Item 5. Interest in Securities of the Issuer
As of July 28, 1998, The Julian Rish Group, Inc. *beneficially owned*
5,146,961 shares of common stock and 216,200 shares of preferred stock of the
Issuer. On July 28, 1998, there were 9,729,000 shares of common stock of the
Issuer outstanding. The Julian Rish Group, Inc. beneficially owns 52.9% of the
common stock of the Issuer and 100% of the preferred stock of the Issuer. As of
July 28, 1998, Julian Rish *beneficially owns* 5,161,961 shares of common stock
and 216,200 shares of preferred stock of the Issuer. Of those shares
*beneficially owned* by Julian Rish, all but 15,000 shares of common stock of
the Issuer are directly owned by The Julian Rish Group, Inc. As of July 28,
1998, Julian Rish *beneficially owned* 53.1% of the common stock of the Issuer
and 100% of the preferred stock of the Issuer.
(b) Of the 5,146,961 shares of common stock and 216,200 shares of preferred
stock *beneficially owned* by The Julian Rish Group, Inc., The Julian Rish
Group, Inc. has sole voting power and sole power to dispose of the shares. Of
the 5,161,961 shares of common stock and 216,200 shares of preferred stock
*beneficially owned* by Julian Rish, Julian Rish has sole voting power and sole
power to dispose of 15,000 shares of common stock of the Issuer.
(c) There were no transactions by The Julian Rish Group, Inc. or Julian Rish,
except those discussed in Item III herein, in the past sixty (60) days which
effected the common stock or preferred stock of the Issuer.
(d) Michael A. Yates, the majority shareholder and president of American
National Corporation has the authority to direct the receipt of dividends from
the sale of the common stock and preferred stock sold from American National
Corporation to The Julian Rish Group, Inc.
Michael A. Yates, the president and the *beneficial owner* of all of the
outstanding stock of Marbane Construction Company, has the authority to direct
the receipt of dividends from the proceeds of the sale of the common stock of
the Issuer from Marbane Construction Company to The Julian Rish Group, Inc.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer
Neither Julian Rish nor The Julian Rish Group, Inc. has any contracts,
arrangements, understandings, or relationships with respect to the common stock
of the Issuer, except for the terms of the above-mentioned transaction.
Item 7. Material to be Filed as Exhibits
Neither The Julian Rish Group, Inc. nor Julian Rish has any written agreements
to be filed as exhibits relating to joint acquisition statements or written
agreements, contracts, arrangements, understandings, plans, or proposals
relating to (1) the borrowing of funds to finance the acquisition of the equity
securities disclosed in Item 3, (2) the acquisition of issuer control,
liquidation, sale of
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assets, merger, or change in business or corporate structure or any other matter
as disclosed in Item 4, or (3) the transfer or voting of securities, finder's
fees, joint ventures, options, puts, calls, guarantees of loans, guarantees
against loss or of profit, or giving or withholding of any proxy as disclosed in
Item 6.
