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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. )*
INTERNATIONAL NURSING SERVICES, INC.
(Name of Issuer)
Common Stock, $.001 par value
(Title of Class of Securities)
460093404
(CUSIP Number)
Goida Wilk
377 Lange Leemstraat
Antwerpen, Belgium
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
July 18, 1996
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement of
Schedule 13G to report the acquisition which is the subject of
this Schedule 13D, and is filing this schedule because of Rule
13d-I(b)(3) or (4), check the following box [ ]
Check the following box 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.
(Continued on following pages)
*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).
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Schedule 13D
CUSIP No. 460093404 13D
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Newark Sales Corporation
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS*
WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Bahamas
7. SOLE VOTING POWER
N/A
8. SHARED VOTING POWER
N/A
9. SOLE DISPOSITIVE POWER
800,000
10. SHARED DISPOSITIVE POWER
N/A
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
800,000
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
15.44%
14. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT
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Item 1. Security and Issuer
This statement relates to Common Stock, $.001 par value per
share (the "Common Stock"), of International Nursing Services,
Inc. (the "Company"). The address of the principal executive
office of the Company is 360 South Garfield Street, Suite 640,
Denver, Colorado 80209.
Item 2. Identity and Background
(a) This statement is filed on behalf of Newark Sales
Corporation ("NSC").
(b) The business address for NSC is 102 Lange Herentalse
Straat, Antwerpen, Belgium.
(c) NSC's principal business is financial investments.
(d) During the last five years, NSC has not been convicted
in a criminal proceeding.
(e) During the last five years, NSC has not been a party to
a civil proceeding of a judicial or administrative body of
competent jurisdiction relating to the violation of any federal
or state securities law.
(f) NSC is organized under the laws of the Bahamas.
Item 3. Source and Amount of Funds or other Consideration
All of the funds used in the acquisition of the securities
came from internal working capital.
Item 4. Purpose of Transaction
All securities listed under Item 5 below have been acquired
for investment. NSC has no plans with respect to any of such
securities which is referred to in Items 4(a)-4(j) of Schedule
13D.
Item 5. Interest in Securities of the Issuer.
(a) and (b) NSC beneficially owns 800,000 shares of the
Company's Common Stock, assuming that the Conversion Price (as
defined below) as of the date of this filing is $1.25, representing
15.44% of the total outstanding. As set forth in subsection (c)
hereof, this number may be subject to adjustment based on
fluctuations in the market price of the Common Stock which may
affect the Conversion Price. This assumes further that all
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Preferred Stock and Warrants (as hereinafter defined) are
converted and exercised, as the case may be, and that the total
number of outstanding shares of the Company's Common Stock is
4,382,403 prior to such conversion and exercise. NSC has the sole
power to direct the disposition of such securities.
(c) Pursuant to a private placement (the "Placement"), on
July 18, 1996, NSC purchased from the Company 25 units ("Units")
at $10,000 per Unit. Each Unit consists of one share of 1996
Convertible Preferred Stock ("Preferred Stock") having a
conversion value of $10,000 and warrants ("Warrants") to
purchase 8,000 shares of Common Stock at $2.50 per share for a
period of three years. The expiration date of the Warrants will
be extended by one day for each day after February 1, 1997 on
which a registration statement (the "Registration Statement")
with respect to the Common Stock underlying the Preferred Stock
and the Warrants which the Company has undertaken to file is not
in effect. For a period of three years, the Preferred Stock will
at the option of the holder be convertible into shares of Common
Stock at the lesser of $1.25 per share or 75% of the average
closing sales price of the Common Stock as quoted on the Nasdaq
during the last five trading days prior to conversion (the
"Conversion Price"). In addition, NSC was granted an option (the
"Option") to purchase up to an additional number of Units equal
to the number of Units purchased in the Placement at $10,000 per
Unit. The expiration date of the Option is December 31, 1997,
or, if earlier, the 30th day of the effectiveness of the
Registration Statement.
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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SIGNATURES
After reasonable inquiry and to the best of the
undersigned's knowledge and belief, the undersigned certify that
the information set forth in this statement is true, complete and
correct.
Dated: July 29, 1996
NEWARK SALES CORPORATION
By:/s/ Goida Wilk
Title: President
