UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Casdim International Systems, Inc.
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, par value $.00001 per share
- --------------------------------------------------------------------------------
(Title of Class of Securities)
147420 10 3
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(CUSIP Number)
Check the following box if a fee is being paid with this statement [ ]. (A fee
is not required only if the filing 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.)
*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 in 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 1 of 5 pages
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Page 2 of 5 pages
CUSIP No. 147420 10 3 13G
1 NAME OF REPORTING PERSON Cedarwood Trading & Investments Ltd.
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON None
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ x ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Bermuda
NUMBER OF 5 SOLE VOTING POWER 4,000,000 shares of Common Stock
SHARES
BENEFICIALLY 6 SHARED VOTING POWER -0-
OWNED BY
EACH 7 SOLE DISPOSITIVE POWER 4,000,000 shares of Common Stock
REPORTING
PERSON WITH 8 SHARED DISPOSITIVE POWER -0-
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,000,000 shares of Common Stock
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW(9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9: 28.3%
12 TYPE OF REPORTING PERSON* CO
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 3 of 5 pages
Item 1.
(a) Name of Issuer: Casdim International Systems, Inc.
(b) Address of Issuer's Principal Executive Offices:
90 Park Avenue, Suite 1600, New York, New York 10016
Item 2.
(a) Name of Person Filing: Cedarwood Trading & Investments Ltd.
(b) Address of Principal Business Office or, if none, Residence: c/o
Bank of Bermuda, 6 Front Street, Hamilton HM 11, Bermuda
(c) Citizenship: Bermuda
(d) Title of Class of Securities: Common Stock, par value $.00001 per
share.
(e) CUSIP Number: 147420 10 3
Item 3.
Not applicable.
Item 4.
(a) Amount Beneficially Owned: -0-
(b) Percent of Class: 28.3%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: 4,000,000
(ii) shared power to vote or to direct the vote: -0-
(iii) sole power to dispose or to direct the disposition of: 4,000,000
(iv) shared power to dispose or to direct the disposition of: -0-
<PAGE>
Page 4 of 5 Pages
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of
the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities, check the following [ ].
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent
Holding Company.
Not applicable.
Item 8. Identification and Classification of Members of the Group.
Not applicable.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
Not applicable.
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Page 5 of 5 pages
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.
February 13, 1997
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Date
Cedarwood Trading & Investments Ltd.
/s/ John Franklyn Peniston
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John Franklyn Peniston, Director