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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO___________)*
ObjectSoft Corporation
______________________________
(Name of Issuer)
Common Stock, $0.0001 Par Value Per Share
______________________________
(Title of Class of Securities)
674427 40 6
______________________________
(CUSIP Number)
David L. Ficksman, Esq.
Loeb & Loeb LLP
10100 Santa Monica Boulevard, Suite 2200, Los Angeles, CA 90067
(310) 282-2350
______________________________________________________________________________
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
August 25, 2000
______________________________________________________________________________
(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 [_].
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 the
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, as amended (the "Exchange Act") or otherwise subject to the liabilities of
that section of the Exchange Act but shall be subject to all other provisions of
the Exchange Act.
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CUSIP No. 674427 40 6
1 NAME OF REPORTING PERSON
La Jolla Cove Investors, Inc.
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
33-0645056
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
State of California
NUMBER OF 7 SOLE VOTING POWER
SHARES 450,000
BENEFICIALLY
OWNED BY 8 SHARED VOTING POWER
EACH 0
REPORTING
PERSON 9 SOLE DISPOSITIVE POWER
450,000
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
450,000 shares
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[_]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.99%
14 TYPE OF REPORTING PERSON
CO
2
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CUSIP No. _______________
1 NAME OF REPORTING PERSON
Norman Lizt
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
--------------
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) [_]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF 7 SOLE VOTING POWER
SHARES 450,000
BENEFICIALLY
OWNED BY 8 SHARED VOTING POWER
EACH 0
REPORTING
PERSON 9 SOLE DISPOSITIVE POWER
450,000
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
450,000 shares
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[_]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.99%
14 TYPE OF REPORTING PERSON
IN
3
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ITEM 1. SECURITY AND ISSUER
This statement on Schedule 13D relates to the common stock, $0001 par
value per share (the "Common Stock"), of ObjectSoft Corporation (the "Company").
The principal executive offices of the Company are located at 433 Hackensack
Avenue, Hackensack, New Jersey 07601.
ITEM 2. IDENTITY AND BACKGROUND
(a) - (c) This statement on Schedule 13D is being filed jointly by the
following persons (each a "Reporting Person" and collectively, the "Reporting
Persons"): (1) La Jolla Cove Investors, Inc., a California corporation ("La
Jolla") and (2) Norman Lizt, an individual ("Lizt"). Lizt is the sole
shareholder of La Jolla. The principal business address and office of each
Reporting Person is 7817 Herschel Avenue, Suite 200, La Jolla, California
92037. The principal business of La Jolla Cove is investments; the principal
business of Lizt is the President of La Jolla. Annex A is incorporated by
reference into this Item 2 and elsewhere in this statement on Schedule 13D as
applicable.
(d) and (e) During the past five years, none of the Reporting Persons has
(i) been convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors) or (ii) been a party to a civil proceeding of a judicial
or administrative body of competent jurisdiction as a result of which such
person was or is subject to a judgment, decree or final order enjoining future
violations of or prohibiting or mandating activity 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 initial purchase price for the Common Stock was $410,690.70. The
funds used to purchase the Common Stock were from the working capital of La
Jolla.
ITEM 4. PURPOSE OF TRANSACTION
The purpose of the acquisition of the Common Stock was for investment. The
Common Stock Purchase Agreement between the Company and La Jolla provides for
the issuance of additional shares of Common Stock under the circumstances
described in Exhibit B thereto.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) As of the close of business on August 25, 2000, La Jolla Cove
Investors, Inc. beneficially owned 450,000 shares of Common Stock. Such shares
represented approximately 6.99% of the outstanding shares of Common Stock.
(b) La Jolla holds the sole power to vote and to dispose of all of the
450,000 shares of Common Stock.
(c) La Jolla has not effected any transaction in the Common Stock during
the past 60 days, except as disclosed herein.
(d) Not applicable.
(e) Not applicable.
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ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER
Other than as described in Item 4 above with respect to a possible
adjustment in the number of shares of Common Stock or as otherwise set forth on
Exhibit B to the Common Stock Purchase Agreement, there are no contracts,
arrangements, understandings or relationships (legal or otherwise) among the
persons named in Item 2 and between such persons and any person with respect to
any securities of the Company, including but not limited to transfer or voting
of any of the securities, finder's fees, joint ventures, loan or option
arrangements, puts or calls, guarantees of profits, division of profits or loss,
or the giving or withholding of proxies.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
EXHIBIT NO. DESCRIPTION
----------- -----------
10.1 Common Stock Purchase Agreement dated as of August 24, 2000
between the Company and La Jolla.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information named in this statement is true, complete and correct.
Date: September 1, 2000 La Jolla Cove Investors, Inc.
By: /s/ Norman Lizt
------------------------------
Norman Lizt
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ANNEX A
DIRECTORS AND EXECUTIVE OFFICERS OF LA JOLLA COVE INVESTORS, INC.
Set forth below are the name, business address, present principal
occupation or employment of each director and executive officer of La Jolla Cove
Investors, Inc.
Name Present Principal Employment Business Address
---- ---------------------------- ----------------
Norman Lizt President 7817 Herschel Avenue
Suite 200
La Jolla, California 92037
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
----------- -----------
10.1 Common Stock Purchase Agreement dated as of August 24, 2000
between the Company and La Jolla.
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