TECH ELECTRO INDUSTRIES INC/TX
SC 13D/A, 1997-06-06
ELECTRONIC PARTS & EQUIPMENT, NEC
Previous: FRANKLIN COVEY CO, 8-K, 1997-06-06
Next: TECH ELECTRO INDUSTRIES INC/TX, SC 13D/A, 1997-06-06




                                                   -----------------------------
                                                    OMB APPROVAL
                                                   -----------------------------
                                                    OMB Number:       3235-0145
                                                    Expires: October 31, 1997
                                                    Estimated average burden
                                                    hours per response    14.90
                                                   -----------------------------

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                  SCHEDULE 13D


                    Under the Securities Exchange Act of 1934
                              (Amendment No. ___)*

                          Tech Electro Industries, Inc.
- - --------------------------------------------------------------------------------
                                (Name of Issuer)

                                  COMMON STOCK
- - --------------------------------------------------------------------------------
                         (Title of Class of Securities)


                                   0008782401
- - --------------------------------------------------------------------------------
                                 (CUSIP Number)

                              Robert E. Braun, Esq.
                     c/o Jeffer, Mangels, Butler & Marmaro,
                      2121 Avenue of the Stars, 10th Floor,
                  Los Angeles, California 90067 (310) 203-8080
- - --------------------------------------------------------------------------------
- - --------------------------------------------------------------------------------
           (Name, Address and Telephone Number of Person Authorized to
                      Receive Notices and Communications)



                                February 11, 1997
- - --------------------------------------------------------------------------------
             (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 ______.

Check the  following if a fee is being paid with the 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).

                                                                SEC 1746 (12-91)
<PAGE>

                                  SCHEDULE 13D

CUSIP No. 878-240-12-6                                        Page 2 of 6 Pages

- - --------------------------------------------------------------------------------
    1      NAME OF REPORTING PERSON
           S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

           Sadasuke Gomi
- - --------------------------------------------------------------------------------
    2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*            (a)
                                                                        (b)
- - --------------------------------------------------------------------------------
    3      SEC USE ONLY

- - --------------------------------------------------------------------------------
    4      SOURCE OF FUNDS*

                00 (See Response to Item 3)
- - --------------------------------------------------------------------------------
    5      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED 
           PURSUANT TO ITEMS 2(d) or 2(e)
- - --------------------------------------------------------------------------------
    6      CITIZENSHIP OR PLACE OF ORGANIZATION

                Japanese
- - --------------------------------------------------------------------------------
     NUMBER OF          7     SOLE VOTING POWER
SHARES BENEFICIALLY            385,000 Shares of Common Stock 
      OWNED BY                 (see response to Item 5(a))
        EACH              ------------------------------------------------------
     REPORTING          8     SHARED VOTING POWER
       PERSON                   -0-
        WITH              ------------------------------------------------------
                        9     SOLE DISPOSITIVE POWER
                               385,000 Shares of Common Stock 
                               (see response to Item 5(a))
                          ------------------------------------------------------
                        10    SHARED DISPOSITIVE POWER
                                   -0-
- - --------------------------------------------------------------------------------
    11     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

           385,000 Shares of Common Stock (see response to Item 5(a))

- - --------------------------------------------------------------------------------
    12     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) 
           EXCLUDES CERTAIN SHARES*

- - --------------------------------------------------------------------------------
     13     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
            13.85%(see response to Item 5(a))

- - --------------------------------------------------------------------------------
    14     TYPE OF REPORTING PERSON*
               IN

- - --------------------------------------------------------------------------------
                  *SEE INSTRUCTIONS BEFORE FILLING OUT!






<PAGE>

CUSIP No. 878-240-12-6                                        Page 3 of 6 Pages


Item 1.           Security and Issuer.

                  Securities:
                  -----------

                  Common Stock, no par value ("Common Stock")

                  Options to acquire Common Stock ("Options")

                  Issuer:  Tech Electro Industries, Inc.
                                    4300 Wiley Post Road
                                    Dallas, TX 75244-2131

Item 2.           Identity and Background.

                  Information as to the Reporting Person
                  --------------------------------------

                  (a)      Name:            Sadasuke Gomi


                  (b)      Address:         2211 S.W. First Avenue #902
                             Portland, Oregon 97201

                  (c)      Occupation:      Investor

                  (d)      The reporting person has not, during the last five
                           years, been convicted in a criminal proceeding.

                  (e)      The  reporting  person has not,  during the last five
                           years,  been  a  party  to a  civil  proceeding  of a
                           judicial   or   administrative   body  of   competent
                           jurisdiction  as a  result  of  which  it  was  or is
                           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.


Item 3.           Source and Amount of Funds or Other Consideration.

                  The  shares  reported  herein are held  beneficially  by Fleet
                  Security   Investments   Limited,  a  British  Virgin  Islands
                  corporation  of which the  Reporting  Person is Director.  The
                  Reporting  Person used no personal  funds for the  purchase of
                  any securities reported hereunder.

Item 4.           Purpose of Transaction.

                  The  shares  reported  herein are held  beneficially  by Fleet
                  Security   Investments   Limited,  a  British  Virgin  Islands
                  corporation of which the Reporting Person is Director.  To the
                  Reporting  Person's  knowledge,  all Common  Stock and Options
                  acquired hereunder are acquired for investment  purposes only,
                  subject to the  investor's  continuing  review and analysis of
                  the operations and future of the Issuer.

<PAGE>
CUSIP No. 878-240-12-6                                        Page 4 of 6 Pages

Item 5.           Interest in Securities of Issuer.

                  a)   The  Reporting  Person   indirectly  holds  205,000
                       shares of Common Stock and options to acquire 180,000
                       shares of Common  Stock.  All such shares and options
                       are owned beneficially by Fleet Security  Investments
                       Limited,  of which the Reporting  Person is Director.
                       Based on public filings of the Issuer,  the Reporting
                       person  believes  this sum  represents  13.85% of the
                       Common Stock of the Issuer  outstanding as of January
                       31, 1997.

                       In   conformance   with   Section   13(d)  under  the
                       Securities Exchange Act of 1934, as amended, and Rule
                       13d promulgated thereunder,  the Reporting Person has
                       reported  all its  ownership  interest  based on both
                       shares of Common Stock  directly or indirectly  owned
                       by the  Reporting  Person and shares of Common  Stock
                       underlying   securities   which  are  exercisable  or
                       convertible  within  60  days  of the  date  of  this
                       Schedule.

                 b)    The Reporting Person has sole voting and investment
                       power  over the  Common  Stock and  Options  reported
                       herein  through  his  position  as  Director of Fleet
                       Security Investments Limited.

                 c)    All  transactions  in the  securities of the Issuer
                       during the past sixty days are  reported in Exhibit A
                       hereto.

                 d)    Not applicable.

                 e)    Not applicable.

Item 6.           Contracts, Arrangements, Understandings or Relationships With 
                  Respect to Securities of the Issuer.

                  Fleet  Security   Investments   Limited  has  entered  into  a
                  Subscription  Agreement  and  an  Option  Agreement  with  the
                  Issuer, each of which has been filed by the Issuer. Except for
                  such agreements, no agreement,  contract or understanding with
                  respect to the securities of the Issuer.

Item 7.           Material to be Filed as Exhibits.
<PAGE>
CUSIP No. 878-240-12-6                                        Page 5 of 6 Pages

                  Exhibit A -       Transactions in the shares of the Issuer 
                                    within sixty days prior to filing 
                                    Schedule 13D











<PAGE>
CUSIP No. 878-240-12-6                                        Page 6 of 6 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.



April 11, 1997             /s/ Sadasuke Gomi
- - --------------            ------------------
Date                           Sadasuke Gomi




<PAGE>




                                    Exhibit A

                 Transactions in Shares of Issuer's Securities

                                      None



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission