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SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No.____)*
SEMPER RESOURCES CORPORATION
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(Name of Issuer)
COMMON STOCK $.005 PAR VALUE
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(Title of Class of Securities)
816844 10 4
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(CUSIP Number)
John H. Brebbia, 5277 Cameron Street, Suite 130, Las Vegas, Nevada 89118
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phone: 702-221-1209
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(Name, Address and Telephone Number of
Person Authorized to Receive Notices and Communications)
July 19, 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.
( )
Check the following box if a fee is being paid with this statement. ( X )
(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 pages)
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CUSIP No. 816844 10 4
1. NAME OF REPORTING PERSON (REPORTING INDIVIDUAL)
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S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Carol Lewis
ssn: _____________
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP.*
a(___)
b(___)
3. SEC USE ONLY.
4. SOURCE OF FUNDS*
OO
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e)
YES(___)
NO(____)
6. CITIZENSHIP OR PLACE OF ORGANIZATION
California
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7. SOLE VOTING POWER
9,170,000
8. SHARED VOTING POWER
0
9. SOLE DISPOSITIVE POWER
0
10. SHARED DISPOSITIVE POWER
0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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CUSIP No. 816844 10 4
9,170,000
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
(__)
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
36.55%
14. TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
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CUSIP No. 816844 10 4
SCHEDULE 13D
ITEM 1. SECURITY AND ISSUER
TITLE OF CLASS: Common Stock, $.005 par value
ISSUER: Semper Resources Corporation
(formerly Pit Stop Auto Centers)
PRINCIPAL EXECUTIVE OFFICE: Semper Resources Corporation
5277 Cameron Street, Suite 130
Las Vegas, Nevada 89118
ITEM 2. IDENTITY AND BACKGROUND
Carol Lewis (the "Reporting Individual") is an individual residing at
239 South McCarty Dr., beverly Hills, California 90212. During the last five
years the Reporting Individual has not been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors) nor been a party to a
civil proceeding of a judicial or administrative body of competent jurisdiction
resulting in him being 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.
The Reporting Individual is an United States citizen.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATIONS
The Company shares held by the Reporting Individual (the "Shares")
were acquired in a stock-for-stock exchange which was completed on July 11, 1995
pursuant to which the Company acquired controlling interest in a corporation of
which the Reporting Corporation was a controlling shareholder.
ITEM 4. PURPOSE OF THE TRANSACTION
The purpose of the acquisition of the Shares by the Reporting
Individual was for investment. The Reporting Individual intends to review her
holdings with respect to the Company on a continuing basis. Depending on the
Reporting Individual's evaluation of the Company's business and prospects, and
upon future developments (including, but not limited to, market prices of the
Shares and availability and alternative uses of funds; as well as conditions in
the securities markets and general economic and industry conditions), the
Reporting Individual may acquire additional shares of the Company's common
stock; sell all or a portion of her shares, now owned or hereinafter acquired;
or maintain her position with respect to the Company, and formulate plans or
proposals with respect to any such matters.
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CUSIP No. 816844 10 4
ITEM 5. INTERESTS IN SECURITIES OF THE ISSUER
(a) The 9,170,000 common shares of Company common stock beneficially
owned by the Reporting Individual constitute approximately 36.55% of
the Company's common stock outstanding as of July 29, 1996.
(b) The Reporting Individual has sole voting and dispositive power
with respect to all of the shares.
(c) Except as described in Item 3 above, there have been no purchases
or sales of the Company's common stock by the Reporting Individual
within the past sixty days.
(d) Not applicable.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER
There are no contracts, arrangements, understandings or relationships
(legal or otherwise) between the Reporting Corporation and any other person with
respect to any securities of the Company, including, but not limited to,
transfer or voting of any of the securities, finders fees, joint ventures, loan
or option arrangements, puts or calls, guarantees of profits, division of
profits or loss, or the withholding of proxies.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
Not applicable.
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.
Dated: July ___, 1996.
Reporting Individual:
/s/ Carol Lewis
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CAROL LEWIS
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