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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 7 PAGES
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
THOMAS E. 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
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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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7 SOLE VOTING POWER
NUMBER OF
-0-
SHARES --------------------------------------------------------
8 SHARED VOTING POWER
BENEFICIALLY
1,691,500
OWNED BY --------------------------------------------------------
9 SOLE DISPOSITIVE POWER
EACH
-0-
REPORTING --------------------------------------------------------
10 SHARED DISPOSITIVE POWER
PERSON
1,691,500
WITH
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,691,500
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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%
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14 TYPE OF REPORTING PERSON
IN
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SCHEDULE 13D
CUSIP NO. 86769L 10 3 PAGE 3 OF 7 PAGES
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ITEM 1. SECURITY AND ISSUER
---------------------------
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
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(a) Name: Thomas E. Oxley
(b) Business Address: One West 3rd Street
Williams Center Tower I
Suite 1305
Tulsa, OK 74103
(c) Present Principal Occupation: Mr. Oxley is an officer of Boca Polo,
Inc., a Nevada corporation ("Boca Polo"), and is a private investor.
(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"), and
685,000 shares of Common Stock held of record by Boca Polo. Mr. Oxley is a
director and owner of 50% of the outstanding shares of Boca Polo.
The shares of Common Stock currently held in the Oxley Estate was
previously reported on the Schedule 13D of John T. Oxley, as amended from time
to time. The shares of Common Stock reported to be owned 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 PAGE 4 OF 7 PAGES
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ITEM 4. PURPOSE OF TRANSACTION
------------------------------
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
--------------------------------------------
(a) By reason of (i) his serving as a Co-Executor of the Oxley Estate
and (ii) his being a director and 50% owner of Boca Polo, Mr. Oxley
may be deemed to be the
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SCHEDULE 13D
CUSIP NO. 86769L 10 3 PAGE 5 OF 7 PAGES
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beneficial owner of 1,691,500 shares of Common Stock of the Company,
representing approximately 6% of the outstanding shares of Common Stock
(based on 27,868,613 shares of Common Stock being outstanding as of October
29, 1996). Pursuant 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.
(b) Mr. Oxley has shared voting power and shared dispositive power with
respect to the aggregate 1,691,500 shares held by the Oxley Estate and Boca
Polo.
With respect to the shares held by the Oxley Estate, Mr. Oxley
shares voting and dispositive powers with John C. Oxley and Charles C.
Killin. Certain information with respect to John Oxley and Mr. Killin
is set forth below:
(1) John C. Oxley
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(i) Business Address: Suite 1300
Williams Center Tower I
One West Third
Tulsa, Oklahoma 74103
(ii) Present Principal Occupation: Mr. John Oxley is primarily
engaged in the business of exploration, production and
operation of oil and gas properties.
(iii) Mr. John Oxley has not, during the last five years,
been convicted in a criminal proceeding.
(iv) Mr. John 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.
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SCHEDULE 13D
CUSIP NO. 86769L 10 3 PAGE 6 OF 7 PAGES
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(iii) Mr. Killin has not, during the last five years, been
convicted in a criminal proceeding.
(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 Boca Polo, Mr.
Oxley shares voting and dispositive powers with John C. Oxley.
Certain information with respect to Mr. John 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
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 7 OF 7 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/ THOMAS E. OXLEY
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THOMAS E. OXLEY
Date: FEBRUARY 20, 1997
