<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
OMB APPROVAL
OMB NUMBER: 3235-0145
EXPIRES: AUGUST 31, 1999
ESTIMATED AVERAGE BURDEN HOURS PER RESPONSE 14.90
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT No. _______)*
Data Processing Resources Corporation
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(Name of Issuer)
Common Stock, no par value
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(Title of Class of Securities)
237823 10 9
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(CUSIP Number)
October 22, 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:
[ ] Rule 13d-1(b)
[X] 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 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 1 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).
POTENTIAL PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF INFORMATION CONTAINED
IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS THE FORM DISPLAYS A CURRENTLY
VALID OMB CONTROL NUMBER.
SC(3-98)
Page 1 of 6 pages
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CUSIP No.
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<TABLE>
<CAPTION>
<S> <C>
1. Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only).
Richard J. Riordan
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2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b)
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3. SEC Use Only
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4. Citizenship or Place of
Organization
United States
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NUMBER OF 5. Sole Voting 1,000,000
SHARES Power
BENEFICIALLY ------------------------------------------------------------------
OWNED BY 7. Shared Voting -0-
EACH Power
REPORTING ------------------------------------------------------------------
PERSON WITH:
9. Sole Dispositive Power 1,000,000
------------------------------------------------------------------
12. Shared Dispositive -0-
Power
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15. Aggregate Amount Beneficially Owned by 1,000,000
Each Reporting Person
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16. Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions)
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17. Percent of Class Represented by Amount in 8.48%
Row (11)
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18. Type of Reporting Person (See Instructions)
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IN
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</TABLE>
Page 2 of 6 pages
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ITEM 1.
(a) Name of Issuer
Data Processing Resources Corporation
(b) Address of Issuer's Principal Executive Offices
4400 MacArthur Boulevard, Suite 610
Newport Beach, California 92660
ITEM 2.
(a) Name of Person Filing
Richard J. Riordan
(b) Address of Principal Business Office or, if none, Residence
200 N. Spring St.
Los Angeles, CA 90012
(c) Citizenship
United States
(d) Title of Class of Securities
Common Stock, no par value
(e) CUSIP Number
237823 10 9
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO SECTIONS 240.13d-1(b) or
240.13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:
(a) [ ] Broker or dealer registered under section 15 of the Act
(15 U.S.C. 78o).
(b) [ ] Bank as defined in section 3(a)(6) of the Act
(15 U.S.C. 78c).
(c) [ ] Insurance company as defined in section 3(a)(19) of the Act
(15 U.S.C. 78c).
(d) [ ] Investment company registered under section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8).
(e) [ ] An investment adviser in accordance with Section
240.13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance
with Section 240.13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in accordance
with Section 240.13d-1(b)(1)(ii)(G);
(h) [ ] A savings associations as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) [ ] 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);
Page 3 of 6 pages
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(j) [ ] Group, in accordance with Section 240.13d-1(b)(1)(ii)(J).
Not Applicable
ITEM 4. OWNERSHIP
Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in Item 1.
(a) Amount beneficially owned: 1,000,000.
(b) Percent of Class: 8.48%.
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote 1,000,000.
(ii) Shared power to vote or to direct the vote -0-.
(iii) Sole power to dispose or to direct the disposition of
1,000,000.
(iv) Shared power to dispose or to direct the disposition
of -0-.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
If this statement if being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial owner of more
than five percent of the class of securities, check the following [ ].
Not Applicable
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
Not Applicable
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY
Not Applicable
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
Not Applicable
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
Not Applicable
ITEM 10. CERTIFICATION
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above 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.
Page 4 of 6 pages
<PAGE> 5
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.
October 28, 1998
-------------------------------------
Date
/s/ Richard J. Riordan by JCL
-------------------------------------
Signature
J. Christopher Lewis
Attorney-in-fact* for
Richard J. Riordan
------------------------------------
Name/Title
* pursuant to a Power of Attorney attached as Exhibit 1.
Page 5 of 6 pages
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EXHIBIT INDEX
Exhibit
Number Description
------ -----------
1 Power of Attorney
Page 6 of 6 pages
<PAGE> 1
EXHIBIT 1
Recording Requested by
COMMONWEALTH LAND TITLE
WHEN RECORDED MAIL TO:
Name: J. Christopher Lewis
Street Riordan Venture Management
Address: 300 S. Grand Ave., 29th Fl. [File Stamped]
City: Los Angeles,
State: CA
Zip: 90071
POWER OF ATTORNEY - GENERAL (INCLUDES OPTIONAL DURABLE POWER OF ATTORNEY).
KNOW ALL PERSONS BY THESE PRESENTS: that RICHARD J. RIORDAN
---------------------------------------
- --------------------------------------------------------------------------------
the undersigned (jointly or severally, if more than one) hereby make, constitute
and appoint J. Christopher Lewis
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- --------------------------------------------------------------------------------
my true and lawful Attorney for me and in my name, place and stead and for my
use and benefit:
(a) To ask, demand, sue for, recover, collect and receive each and every sum
of money, debt, account, legacy, bequest, interest, dividend, annuity and demand
(which now is or hereafter shall become due, owing or payable) belonging to or
claimed by me, and to use and take any lawful means for the recovery thereof by
legal process or otherwise and to executed and deliver a satisfaction or release
therefor, together with the right and power to compromise or compound any claim
or demand.
(b) To exercise any or all of the following powers as to real property, any
interest therein and/or any building thereon: To contract for, purchase, receive
and take possession thereof and of evidence of title thereto, to lease the same
for any term or purpose, including leases (for business, residence and oil
and/or mineral development, to sell, exchange, grant or convey the same with or
without warranty, and to mortgage, transfer in trust, or otherwise encumber or
hypothecate the same to secure payment of a negotiable or non-negotiable note or
performance of any obligation or agreement.
(c) To exercise any or all of the following powers as to all kinds of
personal property and goods, wares and merchandise, choses in action and other
property in possession or in action. To contract for, buy, sell, exchange,
transfer and in any legal manner deal in and with the same, and to mortgage,
transfer in trust or otherwise encumber or hypothecate the same to secure
payment of a negotiable or non-negotiable note or performance of any obligation
or agreement.
(d) To borrow money and to execute and deliver negotiable or non-negotiable
notes therefor with or without security; and to loan money and receive
negotiable or non-negotiable notes therefor with such security as he/she shall
deem proper.
(a) To create, amend, supplement and terminate any trust and to instruct and
advise the trustee of any trust wherein I am or may be trust/or beneficiary, to
represent and vote stock, exercise stock rights, accept and deal with any
dividend, distribution or bonus, join in any corporate financing,
reorganization, merger, liquidation, consolidation or other action and the
extension, compromise, conversion, adjustment, enforcement or foreclosure,
singly or in conjunction with others of any corporate stock, bond, note,
debenture or other security to compound, compromise, adjust, settle and satisfy
any obligation, secured or unsecured, owing by or to me and to give or accept
any property and/or money whether or not equal to or less than the amount owing
in payment, settlement or satisfaction thereof.
(f) To transact business of any kind or class and as my act and dead to sign,
execute, acknowledge and delivery any dead, lease, assignment of lease,
covenant, indenture, indemnity, agreement, mortgage, deed of trust, assignment
of mortgage or of the beneficial interest under deed of trust, extension or
renewal of any obligation, subordination or waiver of priority, hypothecation,
bottomry, charter party, bill of lading, bill as sale, bill, bond, note, whether
negotiable or non-negotiable receipt, evidence of debt, full or partial release
or satisfaction of mortgage, judgment and other debt request for partial or full
reconveyance of deed of trust and such other instruments in writing or any kind
or class as may necessary or proper in the premises.
(g) [Strike if not applicable] This Power of Attorney shall not be affected
by subsequently incapacity of the principal tend shall remain effective for a
period of l/12 years after the disability or incapacity occurs].
(h) [Not applicable / Struck out]
(i) If (g) and/or (h) are not stricken, the following warning applies -
WARNING TO PERSON EXECUTING THIS DOCUMENT'
THIS IS AN IMPORTANT LEGAL DOCUMENT. IT CREATES A DURABLE POWER OF
ATTORNEY. BEFORE EXECUTING THIS DOCUMENT, YOU SHOULD KNOW THESE
IMPORTANT FACTS:
1. THIS DOCUMENT MAY PROVIDE THE PERSON YOU DESIGNATE AS YOUR
ATTORNEY IN FACT WITH BROAD POWERS TO MANAGE, DISPOSE, SELL, AND
CONVEY YOU REAL AND PERSONAL PROPERTY AND TO BORROW MONEY USING YOUR
PROPERTY AS SECURITY FOR THE LOAN.
2. THESE POWERS WILL EXIST FOR AN INDEFINITE PERIOD OF TIME UNLESS
YOU LIMIT THEIR DURATION IN THIS DOCUMENT. THESE POWERS WILL CONTINUE
TO EXIST NOTWITHSTANDING YOUR SUBSEQUENT DISABILITY OR INCAPACITY.
3. YOU HAVE THE RIGHT TO REVOKE OR TERMINATE THIS POWER OF
ATTORNEY.
4. IF THERE IS ANYTHING ABOUT THIS FORM THAT YOU DO NOT
UNDERSTAND, YOU SHOULD ASK A LAWYER TO EXPLAIN IT TO YOU.
GIVING AND GRANTING unto my said Attorney, full power and authority to do and
perform all and every act, and thing whatsoever requisite necessary or
appropriate to be done in and about the premises as fully to all intents and
purposes as I might or could do ff personally present, hereby ratifying all that
my said Attorney shall lawfully do or cause to be done by virtue of these
presents. The powers and authority hereby conferred upon my said Attorney shall
be applicable to all real and personal or interests therein now owned or
hereafter acquired by me and wherever situate.
My said Attorney is empowered hereby to determine in his/her sole
discretion the time when, purpose for and manner in which any power herein
conferred upon him shall be exercised, and the conditions, provisions and
covenants of any instrument or document which may be executed by him/her
pursuant hereto; and in the acquisition or disposition of real or personal
property, my said Attorney shall have exclusive power to fix the terms thereof
for cash, credit and/or property and if on credit with you or without security.
When the context so requires, the masculine gender includes the feminine
and/or neuter and the singular number includes the plural. WITNESS my hand this
5" day of September, 1989
/s/ Richard J. Riordan
----------------------
Richard J. Riordan
STATE OF CALIFORNIA
}ss.
COUNTY OF Los Angeles
On this 5th day of September in the year 1989 before me, the undersigned, a
Notary Public in, and for said State, personally appeared Richard J. Riordan
personally known to me (or proved to me on the basis of satisfactory evidence)
to be the person _ whose name is subscribed to the within instrument and
acknowledged to me that __he__ executed it.
WITNESS my hand and official seal. /s/ Lydia Reyes [Official Seal
---------------------- Lydia Reyes]
Notary Public in and
for said State
