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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. _______)*
DYCAM, INC.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
267462 10 9
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(CUSIP Number)
Clifford L. Neuman
Neuman & Drennen, LLC, 1507 Pine St., Boulder, CO 80302 (303) 449-2100
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
12/31/97
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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 if a fee is being paid with this 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).
(Continued on following page(s))
Page 1 of ____ Pages
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SCHEDULE 13D
CUSIP NO. Page ____ of ____ Pages
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(1) Names of Reporting Persons, S.S. or I.R.S. Identification Nos. of Above
Persons
Power Curve, Inc.
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(2) Check the Appropriate Box if a Member (a) [ ]
of a Group* (b) [ ]
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(3) SEC Use Only
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(4) Source of Funds*
WC
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(5) Check 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
Wyoming
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Number of Shares (7) Sole Voting Power
Beneficially Owned 216,000
by Each Reporting ---------------------------------------------
Person With (8) Shared Voting Power
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(9) Sole Dispositive Power
216,000
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(10) Shared Dispositive Power
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(11) Aggregate Amount Beneficially Owned by Each Reporting Person
216,000
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(12) Check if the Aggregate Amount in the Row (11) Excludes Certain
Shares* [ ]
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(13) Percent of Class Represented by Amount in Row (11)
6.9%
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(14) Type of Reporting Person*
Corporation
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*SEE INSTRUCTION BEFORE FILLING OUT!<PAGE>
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Page ____ of ____ Pages
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ITEM 1. SECURITY AND ISSUER
This Schedule 13d relates to the common stock of DYCAM, INC., a
Delaware corporation (the "Issuer"). The name and address of the principal
executive offices of the Issuer are as follows:
DYCAM, INC.
9414 Eton Avenue
Chatsworth, CA 91311
ITEM 2. IDENTITY AND BACKGROUND
This Schedule 13D is being filed by the following reporting person:
POWER CURVE, INC.
7518 Elbow Bend Road, Bldg. A, Suite I
P.O. Box 3463
Carefree, Arizona 85377
Voting and investment power with respect to the securities held by
the reporting person is exercised by its Sole Director, John C. Power.
POWER CURVE, INC. is a corporation organized under the laws of the
State of Wyoming, whose principal offices and place of business are as stated
above. During the past five years, neither the company, nor any of its
officers or directors, has been convicted in a civil proceeding or been
subject to judgment, decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or states securities
laws.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
POWER CURVE, INC. acquired the shares of the Issuer on December 31,
1997. Future purchases of the Issuer's securities by the reporting person, if
any, are expected to be made out of corporate funds.
ITEM 4. PURPOSE OF TRANSACTION
POWER CURVE, INC. has acquired the Issuer's common stock for
investment purposes. POWER CURVE, INC. may acquire additional securities of
the Issuer or dispose of securities of the Issuer.
In September 1997, the reporting person, made an information offer
to the Company's Board of Directors to acquire control of the Company. There
was no response to the offer made.
The reporting person has no current plan or is subject to any
current proposal to effectuate any change in control of management or
otherwise attempt to influence management in any hostile or antagonistic
manner, but may change its plans in the future.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
POWER CURVE, INC. would be deemed to be the beneficial owner of
216,000 shares of the Issuer's common stock. Based upon information contained
in the most recently available filing with the Securities and Exchange
Commission, the Issuer has approximately 3,120,835 shares of common stock
issued and outstanding. The 216,000 shares beneficially owned by the
reporting person represent approximately 6.9% of the Issuer's outstanding
common stock.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
None
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
None
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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.
January 12, 1998
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(Date)
POWER CURVE, INC.
/s/ Clifford L. Neuman
By: ------------------------------------
(Signature)
/s/ Clifford L. Neuman, attorney-in fact
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(Name/Title)
