HOLLIS EDEN PHARMACEUTICALS INC /DE/
SC 13G, 1999-02-10
PHARMACEUTICAL PREPARATIONS
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                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549

                                 SCHEDULE 13G

                   Under the Securities Exchange Act of 1934
                          (Amendment No.____________)*


                        HOLLIS-EDEN PHARMACEUTICALS, INC.
             -----------------------------------------------------
                                (Name of Issuer)

                                     COMMON
             -----------------------------------------------------
                         (Title of Class of Securities)

                                    435902 10 1
             -----------------------------------------------------
                                 (CUSIP Number)



Check the following box if a fee is  being paid with this statement [ ].
(A fee is not required only if the filing 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.)

*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 in 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>

CUSIP No.   435902   10   1            13G                     Page 2 of 5 Pages


       GROWTH VENTURES INC., PENSION PLAN & TRUST (Gary J. McAdam, Trustee)
- --------------------------------------------------------------------------------
   1   NAME OF REPORTING PERSON
       S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

       
                                   84-0843395
- --------------------------------------------------------------------------------
   2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                             (a)  [   ]
                                                             (b)  [ X ]


- --------------------------------------------------------------------------------
   3   SEC USE ONLY

                                    COLORADO
- --------------------------------------------------------------------------------
   4   CITIZENSHIP OR PLACE OF ORGANIZATION


- --------------------------------------------------------------------------------
   NUMBER OF      5    SOLE VOTING POWER
     SHARES            480,344
  BENEFICIALLY    --------------------------------------------------------------
    OWNED BY      6    SHARED VOTING POWER
      EACH             39,597
   REPORTING      --------------------------------------------------------------
     PERSON       7    SOLE DISPOSITIVE POWER
      WITH             480,344
                  --------------------------------------------------------------
                  8    SHARED DISPOSITIVE POWER

                       39,597
- --------------------------------------------------------------------------------
   9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

                       519,941

- --------------------------------------------------------------------------------
  10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*



- --------------------------------------------------------------------------------
  11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

                         5.27%

- --------------------------------------------------------------------------------
  12   TYPE OF REPORTING PERSON*



       EP, IN, PN, CO
- --------------------------------------------------------------------------------
                     *SEE INSTRUCTIONS BEFORE FILLING OUT

<PAGE>

                                                               Page 3 of 5 Pages


Item 1.     (a)   Name of Issuer: 

                  Hollis Eden Pharmaceuticals, Inc.


            (b)   Address of Issuer's Principal Executive Offices:

                  9333 Genesse Avenue, Suite 110, San Diego, CA 92121

Item 2.     (a)   Name of Person Filing:

                  Growth Ventures, Inc., Pension Plan & Trust
                  Gary J. McAdam, Trustee


            (b)   Address of Principal Business Office:
      
                  14 Red Tail Drive, Highlands Ranch, CO 80126


            (c)   Citizenship:

                  U.S.


            (d)   Title of Class of Securities:

                  Common


            (e)   CUSIP Number:

                  435902   10   1


Item 3.     If this statement  is filed  pursuant to Rules  13d-1(b), or  
            13d-2(b), check whether the person filing is a:

            (a)   [ ]   Broker or Dealer  registered under Section  15 of  the
                        Act 

            (b)   [ ]   Bank as defined in section 3(a)(6) of the Act

            (c)   [ ]   Insurance Company  as defined  in section  3(a)(19) of
                        the Act

            (d)   [ ]   Investment Company registered under  section 8 of  the
                        Investment Company Act

            (e)   [ ]   Investment Adviser registered under section 203 of the
                        Investment Advisers Act of 1940

            (f)   [ ]   Employee Benefit Plan,  Pension Fund which is  subject
                        to the  provisions of  the Employee Retirement  Income
                        Security Act of  1974 or Endowment  Fund; see  Section
                        240.13d-1(b)(1)(ii)(F)

            (g)   [ ]   Parent  Holding  Company, in  accordance  with Section
                        240.13d-1(b)(1)(ii)(G)

            (h)   ( )   Group,   in   accordance    with   Section    240.13d-
                        1(b)(1)(ii)(H)


<PAGE>

                                                               Page 4 of 5 Pages



Item 4.     Ownership.

            (a)  Amount Beneficially Owned:     519,941
            (b)  Percent of Class:                5.27%
            (c)   480,344
                   39,597
                  480,344
                   39,597


Item 5.     Ownership of Five Percent or Less of a Class.



Item 6.     Ownership of More Than Five Percent on Behalf of Another Person.



Item 7.     Identification and Classification of the Subsidiary which Acquired
            the Security Being Reported on By the Parent Holding Company.


Item 8.     Identification and Classification of Members of the Group.


Item 9.     Notice of Dissolution of Group.


Item 10.    Certification.

               By signing  below I certify that, to the best of my knowledge and
               belief,  the  securities  referred to above were  acquired in the
               ordinary course of business and were not acquired for the purpose
               of and do not have the  effect of  changing  or  influencing  the
               control of the issuer of such securities and were not acquired in
               connection  with or as a participant  in any  transaction  having
               such purpose or effect.


<PAGE>
                                                               Page 5 of 5 Pages

                                  Signature.


            After  reasonable  inquiry  and to the  best  of my  knowledge  and
            belief,  -I/we- certify  that the  information  set  forth in this
            statement is true, complete and correct.


Date:

By: /s/  Gary J. McAdam, Trustee
   -------------------------------



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