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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. ____)*
SUNRISE TECHNOLOGIES, INC.
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(Name of Issuer)
COMMON STOCK
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(Title of Class of Securities)
86769L 10 3
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(CUSIP Number)
RUSSELL H. HARBAUGH, JR.
CONNER & WINTERS, A PROFESSIONAL CORPORATION
2400 FIRST PLACE TOWER, 15 EAST 5TH STREET
TULSA, OK 74103
(918) 586-5694
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
OCTOBER 29, 1996
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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 [_].
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).
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SCHEDULE 13D
CUSIP NO. 86769L 10 3 PAGE 2 OF 8 PAGES
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
JOHN C. OXLEY
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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
WC;00;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
U.S.A.
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NUMBER OF 7 SOLE VOTING POWER
SHARES -0-
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BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 1,891,500
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EACH 9 SOLE DISPOSITIVE POWER
REPORTING -0-
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PERSON 10 SHARED DISPOSITIVE POWER
WITH 1,891,500
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,891,500
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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)
6.8%
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14 TYPE OF REPORTING PERSON
IN
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SCHEDULE 13D
CUSIP No. 86769L 10 3 Page 3 of 8 Pages
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ITEM 1. SECURITY AND ISSUER
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This Schedule 13D relates to the Common Stock, par value $.01 per share
of Sunrise Technologies, Inc., a Delaware corporation (the "Company"), whose
principal executive offices are located at 8 Commercial Street, Hudson, New
Hampshire 03051.
ITEM 2. IDENTITY AND BACKGROUND
-------------------------------
(a) Name: John C. Oxley
(b) Business Address: One West 3rd Street
Williams Center Tower I
Suite 1300
Tulsa, OK 74103
(c) Present Principal Occupation: Mr. Oxley is primarily engaged in the
business of exploration, production and operation of oil and gas
properties.
(d) Mr. Oxley has not, during the last five years, been convicted in a
criminal proceeding.
(e) Mr. Oxley has not, during the last five years, been 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.
(f) Citizenship: U.S.A.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
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This Schedule 13D covers 1,006,500 shares of Common Stock held by Mr.
Oxley as a Co-Executor of the estate of John T. Oxley (the "Oxley Estate"),
200,000 shares of Common Stock held by Mr. Oxley as the Co-Trustee of the
Oxley Foundation (the "Oxley Foundation"), and 685,000 shares of Common Stock
held of record by Boca Polo, Inc., a Nevada corporation ("Boca Polo"). Mr.
Oxley is owner of 50% of the outstanding shares of Boca Polo.
The shares of Common Stock currently held in the Oxley Estate and Oxley
Foundation were previously reported on the Schedule 13D of John T. Oxley, as
amended from time to time. The shares of Common Stock held by Boca Polo were
acquired in the open market out of working capital at an aggregate cost of
$376,750.
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SCHEDULE 13D
CUSIP NO. 86769L 10 3 Pages 4 of 8 Pages
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ITEM 4. PURPOSE OF TRANSACTION
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The shares of Common Stock reported to be owned by Mr. Oxley have all
been acquired for investment purposes. With respect to the investment in the
Common Stock, Mr. Oxley does not have any present intentions or plans which
relate to or would result in:
(a) The acquisition of additional securities of the Company or the
disposition of securities of the Company, other than additional shares
which may be purchased from time to time on the open market or through
private purchases solely for investment purposes;
(b) An extraordinary corporate transaction, such as a merger,
reorganization of 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 Company's business or corporate
structure;
(g) Changes in the Company's charter, bylaws or instruments corresponding
thereto 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 on
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, as amended (the "Exchange Act"); or
(j) Any action similar to those enumerated above.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
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(a) By reason of (i) his serving as a Co-Executor of the Oxley Estate and
a Co-Trustee of the Oxley Foundation and (ii) his being a director and a
50% owner of Boca Polo, Mr. Oxley may be deemed to be the beneficial
owner of 1,891,500 shares of Common Stock of the Company, representing
approximately 6.8% of the outstanding shares of Common Stock (based on
27,868,613 shares of Common Stock being outstanding as of October 29,
1996). Pursuant
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SCHEDULE 13D
CUSIP NO. 86769L 10 3 Page 5 of 8 Pages
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to Rule 13d-4 promulgated under the Exchange Act, Mr. Oxley disclaims
beneficial ownership of all shares of Common Stock held by the Oxley
Estate and the Oxley Foundation.
(b) Mr. Oxley has shared voting power and shared dispositive power with
respect to the aggregate 1,891,500 shares held by the Oxley Estate, Oxley
Foundation and Boca Polo.
With respect to the shares held by the Oxley Estate, Mr. Oxley
shares voting and dispositive powers with Thomas E. Oxley and Charles C.
Killin. Certain information with respect to Thomas E. Oxley and Mr.
Killin is set forth below:
(1) Thomas E. Oxley
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(i) Business Address: Suite 1305
Williams Center Tower I
One West Third
Tulsa, Oklahoma 74103
(ii) Present Principal Occupation: Mr. Thomas Oxley is an
officer of Boca Polo, Inc. and is a private investor.
(iii) Mr. Thomas Oxley has not, during the last five years,
been convicted in a criminal proceeding.
(iv) Mr. Thomas Oxley has not, during the last five years,
been 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.
(v) Citizenship: U.S.A.
(2) Charles C. Killin
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(i) Business Address: 15 East 5th Street, Suite 2400
Tulsa, OK 74103
(ii) Present Principal Occupation: Mr. Killin is an attorney
associated with the law firm Conner & Winters, A
Professional Corporation, Tulsa, Oklahoma.
(iii) Mr. Killin has not, during the last five years, been
convicted in a criminal proceeding.
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SCHEDULE 13D
CUSIP No. 86769L 10 3 Page 6 of 8 Pages
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(iv) Mr. Killin has not, during the last five years, been 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.
(v) Citizenship: U.S.A.
With respect to the shares of Common Stock held by the Oxley
Foundation, Mr. Oxley shares voting and dispositive powers with Mary Jane
Oxley Tritsch. Certain information with respect to Mrs. Tritsch is set
forth below:
(1) Mary Jane Oxley Tritsch
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(i) Business Address: Suite 1305
Williams Center Tower I
One West Third
Tulsa, Oklahoma 74103
(ii) Present Principal Occupation: Mrs. Tritsch is a private
investor.
(iii) Mrs. Tritsch has not, during the last five years, been
convicted in a criminal proceeding.
(iv) Mrs. Tritsch has not, during the last five years, been
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.
(v) Citizenship: U.S.A.
With respect to the shares of Common Stock held by Boca Polo, Mr.
Oxley shares voting and dispositive powers with Thomas E. Oxley. Certain
information with respect to Mr. Thomas Oxley has been provided above.
(c) Within the sixty days preceding the date of this Schedule 13D, there
have been no transactions with respect to the Common Stock.
(d) N/A
(e) N/A
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SCHEDULE 13D
CUSIP No. 86769L 10 3 Page 7 of 8 Pages
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ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR
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RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER
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None.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
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None.
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SCHEDULE 13D
CUSIP No. 86769L 10 3 Page 8 of 8 Pages
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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.
/s/ JOHN C. OXLEY
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JOHN C. OXLEY
Date: FEBRUARY ___, 1997
