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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1)*
ARGENT CAPITAL CORPORATION
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(Name of Issuer)
COMMON STOCK
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(Title of Class of Securities)
039921101000
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(CUSIP Number)
SANDOR X. MAYUGA, ESQ., 2049 CENTURY PARK EAST SUITE 755
LOS ANGELES, CA 90067 (310) 286-1260
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
MARCH 15, 1999
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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 the statement [ ]. (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).
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CUSIP No. 039921101000 SCHEDULE 13D Page 2 of 6 Pages
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1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
CHRISTOPHER A. MILLAR
1801 WEST END AVENUE, SUITE 1110, NASHVILLE, TN 37203
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ X ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
PF; 00
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
NEW ZEALAND
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7 SOLE VOTING POWER
NUMBER OF 2,995,523
SHARES --------------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 0
EACH --------------------------------------------------------
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON WITH 2,995,523
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10 SHARED DISPOSITIVE POWER
0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,995,523
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* [ ]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
30.9%
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14 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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SCHEDULE 13D
CUSIP No. 039921101000 Page 3 of 6 Pages
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(1) NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
SAMUEL B. WATSON
1801 WEST END AVENUE, SUITE 1110, NASHVILLE, TN 37203
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ X ]
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(3) SEC USE ONLY
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(4) SOURCE OF FUNDS*
PF
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(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS [ ]
IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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(6) CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
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(7) SOLE VOTING POWER
NUMBER OF 1,600,000
SHARES --------------------------------------------------------
BENEFICIALLY (8) SHARED VOTING POWER
OWNED BY 0
EACH --------------------------------------------------------
REPORTING (9) SOLE DISPOSITIVE POWER
PERSON WITH 1,600,000
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(10) SHARED DISPOSITIVE POWER
0
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(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,600,000
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(12) CHECK BOX IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* [ ]
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(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
17.6%
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(14) TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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SCHEDULE 13D
Christopher A. Millar
Samuel B. Watson
Item 1. SECURITY AND ISSUER
This filing relates to the common stock of Argent Capital
Corporation (the "Issuer"), a Nevada corporation whose principal
office is located at 1801 West End Avenue, Nashville, TN 37203.
Item 2. IDENTITY AND BACKGROUND
This statement is being filed with the Securities and Exchange
Commission (the "Commission") by the following reporting persons
(the "Reporting Persons"): Christopher A. Millar, President,
Chief Executive Officer and a Director of the Issuer; Samuel B.
Watson, Executive Vice President and a Director of the Issuer and
Chief Executive Officer of its subsidiary, Argent Financial
Services, Inc. Mr. Millar is a citizen of New Zealand; Mr. Watson
is a U.S. citizen. The business address of each is 1801 West End
Avenue, Nashville, TN 37203. Neither has been convicted in a
criminal proceeding nor been a party to a civil proceeding as a
result of which the Issuer or any other person 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 violations with respect to
such laws.
Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
The shares and warrants purchased by Mr. Millar, as described in
Item 5 (c), below were purchased from the Issuer by Mr. Millar
using his personal funds and by reduction of amounts which the
Issuer would otherwise owe to Mr. Millar in payment of salary
earned during 1999. The shares and warrants owned by Mr. Watson
were purchased directly from the Issuer using his personal funds.
Item 4. PURPOSE OF TRANSACTIONS
The securities have been acquired for investment purposes, and to
fund operations of the Issuer, but not with a view to acquiring
control of the Issuer. However, the Reporting Persons and other
officers and Directors of the Issuer may be deemed to
beneficially own approximately 60% of this class of equity
securities of the Issuer.
Item 5. INTEREST IN SECURITIES OF THE ISSUER
Mr. Millar
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(a) At May 26, 1999, Mr. Millar owns a total of 1,593,859
shares of the Issuer's common stock and 1,401,664 common stock
purchase warrants, comprising beneficial ownership of 30.9% of
the class of equity securities outstanding.
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(b) Mr. Millar has the sole power to vote and to dispose of the
Issuer's common stock and to hold, exercise and dispose of the
common stock purchase warrants he owns, as set forth herein.
(c) On March 31, 1999, Mr. Millar purchased 202,664 investment
units from the Issuer for $.25 per unit, which were issued
pursuant to the exemption from registration provided by Section
4(2) of the Securities Act of 1933, as amended. Each unit was
comprised of one share of restricted common stock of the Issuer
and one warrant to purchase an additional share of the Issuer's
common stock at $.25 at any time within three years following the
issuance. On April 15, 1999, Mr. Millar purchased 500,000
additional such investment units from the Issuer, on the same
terms and pursuant to the same exemption from registration. The
purchases were paid for partially in cash and partially by the
reduction of amounts of salary which would otherwise have been
owed to Mr. Millar by the Issuer.
Mr. Millar previously owned 891,195 of the Issuer's common
shares and 699,000 common stock purchase warrants.
Mr. Watson
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(a) At May 26, 1999, Mr. Watson owns 800,000 shares of the
Issuer's common stock and 800,000 common stock purchase warrants,
comprising beneficial ownership of 17.6% of the class of equity
securities outstanding.
(b) Mr. Watson has sole power to vote and to dispose of the
Issuer's common stock and to hold, exercise and dispose of the
common stock purchase warrants he owns, as set forth herein.
(c) On March 15, 1999, Mr. Watson purchased for cash 400,000
investment units from the Issuer at a purchase price of $.25 per
unit, which were issued pursuant to the exemption from
registration provided by Section 4(2) of the Securities Act of
1933, as amended. Each unit was comprised of one share of
restricted common stock of the Issuer and one warrant to purchase
an additional share of the Issuer's common stock at $.25 at any
time within three years following the issuance. On April 15, 1999
Mr. Watson purchased 400,000 additional such investment units
from the Issuer, on the same terms and pursuant to the same
exemption from registration. Mr. Watson previously owned and has
since acquired no securities of the Issuer.
The foregoing issuances were approved by the Issuer's Board of
Directors. The purchases were made pursuant to the execution of
stock purchase agreements approved by the Issuer's Board of
Directors for use with respect to issuances to its employees,
officers and directors. The common stock and any common shares
purchased pursuant to exercise of the warrants are subject to a
registration rights agreement with the Issuer, entitling the
Reporting Persons to have such shares included in a registration
statement for a public offering of the Issuer's securities,
should such a registration statement be filed by the Issuer.
Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
Neither Reporting Person has any contract, arrangement,
understanding or relationship with any other person with respect
to securities of the Issuer, including, without limitation,
agreements regarding transfer or voting of such securities,
finders' fees, joint ventures, loan or option agreements, puts or
calls, guarantees of profit, division of profits or losses, or
the giving or withholding of proxies.
Item 7. MATERIAL TO BE FILED AS EXHIBITS
None
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SIGNATURE
After reasonable inquiry and to the best of his knowledge and
belief, each of the undersigned certifies that the information
set forth in this Statement is true, correct and complete.
Dated: May 26, 1999 /s/ Christopher A. Millar
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Christopher A. Millar
/s/ Samuel B. Watson
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Samuel B. Watson
