CUSIP No. 164126104 Page 1 of 11 Pages
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
CHEQUEMATE INTERNATIONAL, INC.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
164126104
(CUSIP Number)
February 9, 1999
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
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CUSIP No. 164126104 Page 2 of 11 Pages
1 Name of Reporting Person
I.R.S. Identification Number of Above Person (entities only)
Augustine Fund, L.P.
2 Check The Appropriate Box If a Member of a Group (a)[X]
(b)[ ]
3 SEC Use Only
4 Citizenship or Place of Organization
Illinois
5 Sole Voting Power
0 shares
Number of
Shares 6 Shared Voting Power
Beneficially 1,738,968 shares
Owned By
Each Reporting 7 Sole Dispositive Power
Person With 0 shares
8 Shared Dispositive Power
1,738,968 shares
9 Aggregate Amount Beneficially Owned by Each Reporting Person-
1,738,968 shares
10 Check Box If The Aggregate Amount in Row (9) Excludes
Certain Shares [ ]
11 Percent of Class Represented By Amount in Row (9)
6.8%
12 Type of Reporting Person
PN
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CUSIP No. 164126104 Page 3 of 11 Pages
1 Name of Reporting Person
I.R.S. Identification Number of Above Person (entities only)
Augustine Capital Management, LLC
2 Check The Appropriate Box If a Member of a Group (a)[X]
(b)[ ]
3 SEC Use Only
4 Citizenship or Place of Organization
Delaware
5 Sole Voting Power
0 shares
Number of
Shares 6 Shared Voting Power
Beneficially 1,738,968 shares
Owned By
Each Reporting 7 Sole Dispositive Power
Person With 0 shares
8 Shared Dispositive Power
1,738,968 shares
9 Aggregate Amount Beneficially Owned by Each Reporting Person
1,738,968 shares
10 Check Box If The Aggregate Amount in Row (9) Excludes
Certain Shares [ ]
11 Percent of Class Represented By Amount in Row (9)
6.8%
12 Type of Reporting Person
CO
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CUSIP No. 164126104 Page 4 of 11 Pages
1 Name of Reporting Person
I.R.S. Identification Number of Above Person (entities only)
John T. Porter
2 Check The Appropriate Box If a Member of a Group (a)[X]
(b)[ ]
3 SEC Use Only
4 Citizenship or Place of Organization
Illinois
5 Sole Voting Power
0 shares
Number of
Shares 6 Shared Voting Power
Beneficially 1,738,968 shares
Owned By
Each Reporting 7 Sole Dispositive Power
Person With 0 shares
8 Shared Dispositive Power
1,738,968 shares
9 Aggregate Amount Beneficially Owned by Each Reporting Person
1,738,968 shares
10 Check Box If The Aggregate Amount in Row (9) Excludes
Certain Shares [ ]
11 Percent of Class Represented By Amount in Row (9)
6.8%
12 Type of Reporting Person
IN
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CUSIP No. 164126104 Page 5 of 11 Pages
1 Name of Reporting Person
I.R.S. Identification Number of Above Person (entities only)
Brian D. Porter
2 Check The Appropriate Box If a Member of a Group (a)[X]
(b)[ ]
3 SEC Use Only
4 Citizenship or Place of Organization
Illinois
5 Sole Voting Power
0 shares
Number of
Shares 6 Shared Voting Power
Beneficially 1,738,968 shares
Owned By
Each Reporting 7 Sole Dispositive Power
Person With 0 shares
8 Shared Dispositive Power
1,738,968 shares
9 Aggregate Amount Beneficially Owned by Each Reporting Person
1,738,968 shares
10 Check Box If The Aggregate Amount in Row (9) Excludes
Certain Shares [ ]
11 Percent of Class Represented By Amount in Row (9)
6.8%
12 Type of Reporting Person
IN
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CUSIP No. 164126104 Page 6 of 11 Pages
1 Name of Reporting Person
I.R.S. Identification Number of Above Person (entities only)
Thomas Duszynski
2 Check The Appropriate Box If a Member of a Group (a)[X]
(b)[ ]
3 SEC Use Only
4 Citizenship or Place of Organization
Illinois
5 Sole Voting Power
0 shares
Number of
Shares 6 Shared Voting Power
Beneficially 1,738,968 shares
Owned By
Each Reporting 7 Sole Dispositive Power
Person With 0 shares
8 Shared Dispositive Power
1,738,968 shares
9 Aggregate Amount Beneficially Owned by Each Reporting Person
1,738,968 shares
10 Check Box If The Aggregate Amount in Row (9) Excludes
Certain Shares [ ]
11 Percent of Class Represented By Amount in Row (9)
6.8%
12 Type of Reporting Person
IN
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CUSIP No. 164126104 Page 7 of 11 Pages
1 Name of Reporting Person
I.R.S. Identification Number of Above Person (entities only)
David R. Asplund
2 Check The Appropriate Box If a Member of a Group (a)[X]
(b)[ ]
3 SEC Use Only
4 Citizenship or Place of Organization
Illinois
5 Sole Voting Power
0 shares
Number of
Shares 6 Shared Voting Power
Beneficially 1,738,968 shares
Owned By
Each Reporting 7 Sole Dispositive Power
Person With 0 shares
8 Shared Dispositive Power
1,738,968 shares
9 Aggregate Amount Beneficially Owned by Each Reporting Person
1,738,968 shares
10 Check Box If The Aggregate Amount in Row (9) Excludes
Certain Shares [ ]
11 Percent of Class Represented By Amount in Row (9)
6.8%
12 Type of Reporting Person
IN
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CUSIP No. 164126104 Page 8 of 11 Pages
Item 1(a) Name of Issuer:
Chequemate International, Inc.
Item 1(b) Address of Issuer's Principal Office:
57 West 200 South
Suite 350
Salt Lake City, UT 84101
Item 2(a) Name of Person Filing:
Augustine Fund, L.P.
Augustine Capital Management, LLC
John T. Porter
Brian D. Porter
Thomas Duszynski
David R. Asplund
Item 2(b) Address of Principal Business Office or, if none, Residence:
The business address of each person filing is 141 West Jackson
Boulevard, Suite 2182, Chicago, Illinois 60606.
Item 2(c) Citizenship:
Augustine Fund, L.P. is an Illinois limited partnership.
Augustine Capital Management, LLC is an Delaware limited liability
company.
John T. Porter, Brian D. Porter, Thomas Duszynski and David R. Asplund
are all United States citizens and residents of the State of
Illinois.
Item 2(d) Title of Class of Securities:
Common Stock.
Item 2(e) CUSIP Number:
164126104
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b),
check whether the person filing is a:
Not applicable.
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CUSIP No. 164126104 Page 9 of 11 Pages
Item 4. Ownership
Augustine Fund, L.P. ("Augustine Fund") may be deemed to share
power to vote and dispose of the shares owned of record with its general partner
Augustine Capital Management, LLC ("Augustine Capital") and with the controlling
members, directors and officers of Augustine Capital, all of whom are John T.
Porter, Brian D. Porter, Thomas Duszynski and David R. Asplund. Such shares may
be deemed to be beneficially owned by any or all of Augustine Fund, Augustine
Capital John T. Porter, Brian D. Porter, Thomas Duszynski and David R. Asplund
(collectively, the "Group Members").
(a) Amount Beneficially Owned:
The Group Members beneficially own 1,738,968 shares, calculated
on January 18, 2000 on an as-converted basis.
(b) Percent of Class:
The Group Members beneficially own 6.8% of the class, calculated
on January 18, 2000 on an as-converted basis.
(c) Each of the Group Members has the number of shares listed below as to
which such Group Member has:
(i) sole power to vote or direct the vote: 0
(ii) shared power to vote or direct the vote: 1,738,968
(iii) sole power to dispose or direct the disposition of: 0
(iv) shared power to dispose or direct the disposition of:
1,738,968
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.
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CUSIP No. 164126104 Page 10 of 11 Pages
Item 8. Identification and Classification of Members of the Group
The Group Members are the members of the group filing this Schedule 13G.
Item 9. Notice of Dissolution of Group
Not applicable.
Item 10. Certification
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were not acquired and are not held for the
purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in
connection with or as a participant in any transaction having that purpose
or effect.
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CUSIP No. 164126104 Page 11 of 11 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.
Date: January 25, 2000
AUGUSTINE FUND, L.P.
By: /s/ Thomas Duszynski
Its: Chief Financial Officer
AUGUSTINE CAPITAL MANAGEMENT, LLC
By: /s/ Thomas Duszynski
Its: Chief Financial Officer
JOHN T. PORTER
/s/ John Porter
BRIAN D. PORTER
/s/ Brian D. Porter
THOMAS DUSZYNSKI
/s/ Thomas Duszynski
DAVID R. ASPLUND
/s/ David R. Asplund
