SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13G
INFORMATION STATEMENT PURSUANT TO RULES 13D-1 AND 13D-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
WORLDPORT COMMUNICATIONS, INC.
(NAME OF ISSUER)
COMMON STOCK, PAR VALUE, $.0001 PER SHARE
(TITLE OF CLASS OF SECURITIES)
98155J 10 5
(CUSIP Number)
JULY 27, 1998
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)
CUSIP NO. 98155J 10 5 SCHEDULE 13G
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
GKW UNIFIED HOLDINGS, LLC 95 4664035
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF 5 SOLE VOTING POWER
SHARES 1,176,998 shares
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH -0- shares
REPORTING
PERSON 7 SOLE DISPOSITIVE POWER
WITH 1,176,998 shares
8 SHARED DISPOSITIVE POWER
-0- shares
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,176,998 shares
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
|_|
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
Approximately 6.44%
12 TYPE OF REPORTING PERSON*
OO
SCHEDULE 13G
Pursuant to Rule 13d-1 of Regulation 13D-G promulgated under the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), the
undersigned hereby files this Schedule 13G Statement.
ITEM 1(A). NAME OF ISSUER: WorldPort Communications, Inc.
ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICE:
1701 Barrett Lakes Boulevard,Suite 180
Kennesaw, GA 30144
ITEM 2(A). NAME OF PERSON FILING: GKW Unified Holdings LLC, a Delaware
limited liability company
ITEM 2(B). ADDRESS OF PRINCIPAL BUSINESS OFFICE, OR, IF NONE, RESIDENCE:
150 El Camino Drive, Suite 204 Beverly Hills, CA 90210
ITEM 2(C). CITIZENSHIP: Delaware
ITEM 2(D). TITLE OF CLASS OF SECURITIES: Common Stock, par value $.0001
per share
ITEM 2(E). CUSIP NUMBER: 98155J 10 5
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B) OR 13D-2(B)
OR (C), CHECK WHETHER THE PERSON FILING IS A:
(a) [ ] Broker or dealer registered under section 15 of the Act
(15 U.S.C.78o).
(b) [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c) [ ] Insurance company as defined in section 3(a)(19) of the Act (15
U.S.C. 78c).
(d) [ ] Investment company registered under section 8 of the Investment
Company Act of 1940 (15 U.S.C. 80a-8).
(e) [ ] An investment adviser in accordance with ss. 240.13d-1(b)(1)(ii)(E).
(f) [ ] An employee benefit plan or endowment fund in accordance
with ss. 240.13d-1(b)(1)(ii)(F).
(g) [ ] A parent holding company or control person in accordance with ss.
240.13d-1(b)(1)(ii)(G).
(h) [ ] A savings association as defined in Section 3(b) of the Federal
Deposit Insurance Act (12 U.S.C. 1813).
(i) [ ] A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment
Company Act of 1940 (15 U.S.C. 80a-3).
(j) [ ] Group, in accordance with ss. 240.13d-1(b)(1)(ii)(J).
ITEM 4. OWNERSHIP.
(a) Amount beneficially owned: 1,176,998 shares
(b) Percentage of Class: Approximately 6.44%
(c) Number of shares as to which the person has:
(i) Sole power to vote or direct the vote: 1,176,998 shares
(ii) Shared power to vote or direct the vote: -0- shares
(iii) Sole power to dispose or to direct the disposition of:
1,176,998 shares
(iv) Shared power to dispose or to direct the disposition of: -0-
shares
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
Not Applicable
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.
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired and are held in the ordinary
course of business and 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.
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: 8/05/98 GKW UNIFIED HOLDINGS, LLC
by Pacific Capital Group, Inc., its
Managing Member
/s/ Gary Winnick
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GARY WINNICK
President and Chief Executive Officer
