SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
------------------------
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE
INCLUDED IN STATEMENTS
FILED PURSUANT TO RULE 13D-1( a)
AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2 (a)
(Amendment No. )*
DIGITAL PRIVACY, INC.
(Name of Issuer)
Common Stock, $.01 par value
(Title of Class of Securities)
87943E106
(CUSIP Number)
Mandel & Resnik P.C.
220 East 42nd Street
New York, New York 10017
Attn.: Peter M. Leschner, Esq.
December 30, 1999
(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-1(e), 13d-1(f) or 13d-1(g), check the
following box |_|
NOTE: Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other
parties to whom copies are to be sent.
(Continued on following pages)
(Page 1 of 5 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).
<PAGE>
2 of 5 Pages
CUSIP No. 87943E106 13D
1 Name of Reporting Persons
S.S. or I.R.S. Identification No.
of Above Person
Mark Sarna
________________________________________________________________________________
2 Check the Appropriate Box If a Member (a) [_]
of a Group (b) [X]
________________________________________________________________________________
3 SEC Use Only
PF
________________________________________________________________________________
4 Source of Funds
________________________________________________________________________________
5 Check Box If Disclosure of Legal
Proceedings is Required Pursuant [_]
to Items 2(D) or 2(E)
USA
________________________________________________________________________________
6 Citizenship or Place of Organization
1,521,828
________________________________________________________________________________
7 Sole Voting Power
Number of Shares -0-
Beneficially _________________________________________________________________
Owned 8 Shared Voting Power
by Each
Reporting 1,521,828
Person With _________________________________________________________________
9 Sole Dispositive Power
-0-
_________________________________________________________________
10 Shared Dispositive Power
1,521,828
________________________________________________________________________________
11 Aggregate Amount Beneficially
Owned by Each Reporting Person
________________________________________________________________________________
12 Check Box If the Aggregate Amount [_]
in Row (11) Excludes Certain
Shares
29.6%
________________________________________________________________________________
13 Percent of Class Represented
Amount in Row (11)
IN
________________________________________________________________________________
14 Type of Reporting Person
<PAGE>
Page 3 of 5 Pages
Item 1. Security and Issuer
This statement relates to Common Stock, $.01 par value (the "Common
Stock"), of Digital Privacy, Inc., a Delaware corporation formerly called
Telepad Corporation (the "Company"). The address of the principal executive
office of the Company is 4820 Minnetonka Blvd., Suite 410, St. Louis Park, MN
55416.
Item 2. Identity and Background
(a) This statement is filed on behalf of Mr. Mark Sarna.
(b) The residence address for Mr. Sarna is 210 Chestnut Street, Englewood,
NJ 07631.
(c) Mr. Sarna is a real estate developer.
(d) Mr. Sarna has not been convicted in any criminal proceeding (excluding
traffic violations or similar misdemeanors) during the last five years.
(e) Mr. Sarna has not been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction resulting in a judgment, decree or
final order enjoining him from engaging in future violations of, or prohibiting
or mandating activities subject to, federal or state securities laws or finding
any violation with respect to such laws during the last five years.
(f) Mr. Sarna is a US citizen.
Item 3. Source and Amount of Funds or other Consideration
Funds used by Mr. Sarna were personal. Mr. Sarna has loaned the Company an
aggregate of $600,000 reflected in a secured convertible note.
Item 4. Purpose of Transaction
Mr. Sarna has no plans referred to in Items 4(a)-4(j) of Schedule 13D.
<PAGE>
Page 4 of 5 Pages
Item 5. Interest in Securities of the Issuer.
(a) Mr. Sarna owns a $600,000 secured convertible promissory note that he
can convert, in his discretion, into 1,521,828 shares of Common Stock, which if
he converted today would represent approximately 29.6% of the outstanding Common
Stock.
(b) Mr. Sarna has the sole power to vote and dispose of the shares of
Common stock underlying his Note.
(c) On December 31, 1999, Mr. Sarna was vested with 10,000 stock options
for being a Director. The options are exercisable until December 31, 2009 at a
price of $.05 per share.
Item 6. Contracts, Arrangements, Understanding or Relationships with Respect to
Securities of the Issuer.
Howard Miller and Hilliard Limited Partnership have agreed to vote for Mr.
Sarna as a Director of the Company for as long as he owns at least 10% of the
outstanding shares of Common Stock, including any securities convertible into
Common Stock.
Item 7. Material to be Filed as Exhibits
None.
<PAGE>
Page 5 of 5 Pages
SIGNATURES
After reasonable inquiry and to the best of the undersigned's knowledge and
belief, the undersigned certifies that the information regarding such signatory
set forth in this statement is true, complete and correct.
Dated: January 10, 2000
/s/ Mark Sarna
- ----------------------------
Mark Sarna
