UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
LS CAPITAL CORPORATION
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(Name of Issuer)
Common Stock, $.01 par value
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(Title of Class of Securities)
501936108
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(CUSIP Number)
December 31, 1998
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
* 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).
(Continued on following page(s))
Page 1 of 8 Pages
<PAGE>
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CUSIP No. 501936108
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1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
David W. Tice & Associates, Inc. - 75-2476962
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS) (a) [ ]
(b) [ ]
Not Applicable
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
Texas
=========================== ========= ==========================================
5 SOLE VOTING POWER
NUMBER OF
153,000
SHARES
========= ==========================================
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY -0-
========= ==========================================
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 1,573,000
========= ==========================================
PERSON 8 SHARED DISPOSITIVE POWER
WITH -0-
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,573,000
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (SEE INSTRUCTIONS) [ ]
Not Applicable
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.9%1
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12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA
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1 Based upon an aggregate of 17,598,000 shares outstanding as of September 30,
1998.
Page 2 of 8 Pages
<PAGE>
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CUSIP No. 501936108
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========= =====================================================================
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Prudent Bear Funds, Inc. - 39-1837741
========== =====================================================================
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS) (a) [ ]
(b) [ ]
Not Applicable
========== =====================================================================
3 SEC USE ONLY
========== =====================================================================
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Maryland
=========================== ========= ==========================================
5 SOLE VOTING POWER
NUMBER OF 1,420,000
SHARES ========= ==========================================
6 SHARED VOTING POWER
BENEFICIALLY
-0-
OWNED BY ========= ==========================================
7 SOLE DISPOSITIVE POWER
EACH
-0-
REPORTING ========= ==========================================
8 SHARED DISPOSITIVE POWER
PERSON
-0-
WITH
=========== ====================================================================
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,420,000
=========== ====================================================================
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (SEE INSTRUCTIONS) [ ]
Not Applicable
=========== ====================================================================
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.1%2
=========== ====================================================================
12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IV
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2 Based upon an aggregate of 17,598,000 shares outstanding as of September 30,
1998.
Page 3 of 8 Pages
<PAGE>
2 Based upon an aggregate of 17,598,000 shares
outstanding as of September 30, 1998.
Item 1(a). Name of Issuer:
LS Capital Corporation
Item 1(b). Address of Issuer's Principal Executive Offices:
Rivercourt
17-19 Sir John Rogersons Quay
Dublin 2 Ireland
Item 2(a). Name of Person Filing:
The persons filing this Schedule 13G are (i) David
W. Tice & Associates, Inc., an investment adviser
registered under Section 203 of the Investment
Advisers Act of 1940 and (ii) Prudent Bear Funds,
Inc., an investment company registered under the
Investment Company Act of 1940. Attached as Exhibit
1 hereto, which is incorporated by reference herein,
is an agreement between David W. Tice & Associates,
Inc. and Prudent Bear Funds, Inc. that this Schedule
13G is filed on behalf of each of them.
Item 2(b). Address of Principal Business Office or, if none,
Residence:
8140 Walnut Hill Lane, Suite 405
Dallas, Texas 75231
(for both David W. Tice & Associates, Inc. and
Prudent Bear Funds, Inc.)
Item 2(c). Citizenship:
David W. Tice & Associates, Inc. is a Texas
corporation. Prudent Bear Funds, Inc. is a Maryland
corporation.
Item 2(d). Title of Class of Securities:
Common Stock
Item 2(e). CUSIP Number:
501936108
Page 4 of 8 Pages
<PAGE>
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or
13d-2(b) or (c), check whether the person filing is a:
[ ] Broker or dealer registered under section 15 of the
Act (15 U.S.C. 78o).
[ ] Bank as defined in section 3(a)(6) of the Act (15
U.S.C. 78c).
[ ] Insurance company as defined in section 3(a)(19) of
the Act (15 U.S.C. 78c).
|X| Investment company registered under section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8).
|X| An investment adviser in accordance with ss.
240.13d-1(b)(1)(ii)(E).
[ ] An employee benefit plan or endowment fund in
accordance with ss.240.13d-1(b)(1)(ii) (F).
[ ] A parent holding company or control person in
accordance with ss. 240.13d-1(b)(1) (ii)(G).
[ ] A savings association as defined in Section 3(b) of
the Federal Deposit Insurance Act (12 U.S.C. 1813);
[ ] A church plan that is excluded from the definition
of an investment company under section 3(c)(14) of
the Investment Company Act of 1940 (15 U.S.C.
80a-3);
[ ] Group, in accordance with ss.240.13d-1(b)(1)(ii)(J).
Item 4. Ownership
David W. Tice & Associates, Inc.
(a) Amount Beneficially Owned: 1,573,000*
(b) Percent of Class: 8.9%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
153,000
(ii) shared power to vote or to direct the vote:
-0-
(iii) sole power to dispose or to direct the
disposition of: 1,573,000
(iv) shared power to dispose or to direct the
disposition of: -0-
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* David W. Tice & Associates, Inc. and Prudent Bear Funds, Inc. share beneficial
ownership over the same 1,420,000 shares.
Page 5 of 8 Pages
<PAGE>
Prudent Bear Funds, Inc.
(a) Amount Beneficially Owned: 1,420,000*
(b) Percent of Class: 8.1%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
1,420,000
(ii) shared power to vote or to direct the vote:
-0-
(iii) sole power to dispose or to direct the
disposition of: -0-
(iv) shared power to dispose or to direct the
disposition of: -0-
Item 5. Ownership of Five Percent or Less of a Class.
N/A
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
N/A
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding
Company.
N/A
Item 8. Identification and Classification of Members of the Group.
N/A
Item 9. Notice of Dissolution of Group.
N/A
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* David W. Tice & Associates, Inc. and Prudent Bear Funds, Inc. share beneficial
ownership over the same 1,420,000 shares.
Page 6 of 8 Pages
<PAGE>
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CUSIP No. 501936108
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Item 10. Certification.
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were acquired and are held in the
ordinary course of business and were not acquired and are not held for the
purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or effect.
Exhibits.
1. Agreement to file Schedule 13G jointly.
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.
March 3, 1999
Date
DAVID W. TICE & ASSOCIATES, INC.
By: /s/ David W. Tice
David W. Tice, President
PRUDENT BEAR FUNDS, INC.
By: /s/ David W. Tice
David W. Tice, President
Page 7 of 8 Pages
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CUSIP No. 501936108
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EXHIBIT 1
AGREEMENT dated as of March 3, 1999, by and among David W. Tice &
Associates, Inc., a Texas corporation, and Prudent Bear Funds, Inc., a Maryland
corporation.
WHEREAS, in accordance with Rule 13d-1(k) of the Securities Exchange
Act of 1934 (the "Act"), only one such statement need be filed whenever two or
more persons are required to file a statement pursuant to Section 13(d) of the
Act with respect to the same securities, provided that said persons agree in
writing that such statement is filed on behalf of each of them.
NOW, THEREFORE, in consideration of the premises and mutual agreements
herein contained, the parties hereto agree as follows:
Both David W. Tice & Associates, Inc. and Prudent Bear Funds, Inc.
hereby agree, in accordance with Rule 13d-1(k) under the Act, to file one
Statement on Schedule 13G relating to their ownership of the Common Stock of LS
Capital Corporation, and hereby further agree that said Statement shall be filed
on behalf of both David W. Tice & Associates, Inc. and Prudent Bear Funds, Inc.
Nothing herein shall be deemed to be an admission that the parties hereto, or
any of them, are members of a "group" (within the meaning of Section 13(d) of
the Act and the rules promulgated thereunder) with respect to any securities of
LS Capital Corporation.
IN WITNESS WHEREOF, the parties have executed this agreement as of the
date first written above.
DAVID W. TICE & ASSOCIATES, INC.
By: /s/ David W. Tice
David W. Tice, President
PRUDENT BEAR FUNDS, INC.
By: /s/ David W. Tice
David W. Tice, President
Page 8 of 8 Pages