LUBAR SHELDON B
SC 13D, 1999-03-29
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13D

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


                                    C2, Inc.
- --------------------------------------------------------------------------------
                                (Name of Issuer)

                          Common Stock, $.01 par value
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)

                                    126948108
               --------------------------------------------------
                                 (CUSIP Number)

                                Sheldon B. Lubar
                       700 North Water Street, Suite 1200
                           Milwaukee, Wisconsin 53202
                                 (414) 291-9000
- --------------------------------------------------------------------------------
 (Name, Address and Telephone Number of Person Authorized to Receive Notices and
                                 Communications)

                                 March 11, 1999
               --------------------------------------------------
             (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 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 5 Pages

<PAGE>






- -------------------                                      -----------------------
CUSIP No. 126948108                                         Page 2 of 5 Pages
- -------------------                                      -----------------------

================================================================================
   1    NAME OF REPORTING PERSON
        S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
        Sheldon B. Lubar
================================================================================
  2     CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*              (a)   [ ]
                                                                                
                                                                       (b)   [ ]
        
================================================================================
  3     SEC USE ONLY
       
================================================================================
  4     SOURCE OF FUNDS 
                        
        PF              
        
================================================================================
  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
       
================================================================================
                     7
    NUMBER OF            SOLE VOTING POWER
                         1,045,731
      SHARES             
                   =============================================================
   BENEFICIALLY      8   SHARED VOTING POWER                              
                         -0-                                              
     OWNED BY                                                            
                   =============================================================
       EACH          9   SOLE DISPOSITIVE POWER                           
                         1,045,731                                        
    REPORTING                                                            
                   =============================================================
      PERSON        10   SHARED DISPOSITIVE POWER                         
                         -0-                                              
       WITH                                                              
================================================================================
11      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 
        1,045,731                                                    
        
================================================================================
12      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
        CERTAIN SHARES*                                                      [ ]
        
================================================================================
13      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
        20.1%

================================================================================
14      TYPE OF REPORTING PERSON*
        IN

================================================================================
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!
          INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
      (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
================================================================================


<PAGE>


- -------------------                                      -----------------------
CUSIP No. 126948108                                         Page 3 of 5 Pages
- -------------------                                      -----------------------


       Item 1.       Security and Issuer: 

                     This statement  relates to common stock, par value $.01 per
                     share ("Common  Stock),  of C2, Inc. (the  "Company").  The
                     principal  executive  offices of the Company are located at
                     700 North Water Street,  Suite 1200,  Milwaukee,  Wisconsin
                     53202.

       Item 2.       Identity and Background:

                     (a) - (b).  Name and Business Address

                     Sheldon B. Lubar
                     700 North Water Street, Suite 1200
                     Milwaukee, Wisconsin  53202

                     (c).  Principal Occupation
 
                     A  principal  of  Lubar  &  Co.,  a  venture   capital  and
                     investments  firm  located in  Milwaukee,  Wisconsin  and a
                     Director of C2, Inc.

                     (d) - (e). During the last five years, the reporting person
                     has not been convicted in a criminal proceeding  (excluding
                     traffic  violations and  misdemeanors) or been a party to a
                     civil  proceeding of a judicial or  administrative  body of
                     competent  jurisdiction  and as a result of such proceeding
                     was or is  subject  to a  judgment,  decree or final  order
                     enjoining  future violation of, or prohibiting or mandating
                     activities  subject to federal or state  securities laws or
                     finding any violation with respect to such laws.

                     (f).  United States

       Item 3.       Source and Amount of Funds or Other Consideration:

                     As of the date hereof,  Mr. Lubar held 1,045,731  shares of
                     Common Stock. Mr. Lubar used personal funds to purchase the
                     shares.  See Item 5.

       Item 4.       Purpose of Transaction:

                     Mr.  Lubar  acquired  1,045,731  shares of Common stock for
                     investment purposes.

                     The reporting person has no plans or proposals which relate
                     to or would result in:

                            (a) The  acquisition  by any  person  of  additional
                     securities of the Company, or the disposition of securities
                     of the Company;

                            (b) An extraordinary corporate transaction,  such as
                     a merger,  reorganization  or  liquidation,  involving  the
                     Company or any of its subsidiaries;

                            (c) A sale  or  transfer  of a  material  amount  of
                     assets of the Company or any of its subsidiaries;
<PAGE>

- -------------------                                      -----------------------
CUSIP No. 126948108                                         Page 4 of 5 Pages
- -------------------                                      -----------------------


                            (d) Any change in the present  board of directors or
                     management of the Company, including any plans or proposals
                     to change  the number or term of  directors  or to fill any
                     existing vacancies on the board;

                            (e)   Any    material    change   in   the   present
                     capitalization or dividend policy of the Company:

                            (f)  Any  other  material  change  in the  Company's
                     business or corporate structure;

                            (g)  Changes  in the  Company's  charter,  bylaws or
                     instruments  corresponding  thereto or other  actions which
                     may impede the  acquisition of control of the Issuer by any
                     other person;

                            (h) Causing a class of  securities of the Company to
                     be delisted from a national securities exchange or to cease
                     to be authorized to be quoted in an inter-dealer  quotation
                     system of a registered national securities association;

                            (i) A class  of  equity  securities  of the  Company
                     becoming eligible for termination of registration  pursuant
                     to Section 12(g)(4) of the Act; or

                            (j) Any action  similar  to any of those  enumerated
                     above.

       Item 5.       Interest in Securities of the Issuer.

                            (a) The  aggregate  number  of  shares  beneficially
                     owned is  1,045,731,  representing  20.1% of the  5,202,689
                     shares of Common Stock issued and  outstanding  as of March
                     11, 1999. The amount of shares of Common Stock beneficially
                     owned  by  Mr.  Lubar   includes   32,500  shares  held  in
                     retirement  plans for the  benefit  of Mr.  Lubar,  415,615
                     shares held by his wife and 182,000  shares held in various
                     trusts in which Mr.  Lubar  serves as trustee  that are for
                     the benefit of his grandchildren.

                            (b)  Number  of  shares  as to which  the  reporting
                     person has:

                            (i)  sole  power  to vote  or to  direct  the  vote:
                                 1,045,731

                            (ii) shared power to vote or to direct the vote: -0-

                            (iii)  sole  power  to  dispose  or  to  direct  the
                                 disposition of: 1,045,731


                            (iv)   shared   power  to   dispose  or  direct  the
                                 disposition of: -0-

                            (c) Inapplicable.
     
                            (d) Inapplicable.

                            (e) Inapplicable.

       Item 6.       Contracts,  Arrangements,  Understandings  or Relationships
                     With Respect to Securities of the Issuer.

                     Mr.  Lubar  is  not  party  to any  contract,  arrangement,
                     understanding  or  relationship  with respect to any Common
                     Stock of the Company.

       Item 7.       Material to Be Filed as Exhibits.
                     None.



<PAGE>



- -------------------                                      -----------------------
CUSIP No. 126948108                                         Page 5 of 5 Pages
- -------------------                                      -----------------------



                                    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.


Dated: March 22, 1999



                                                    /s/Sheldon B. Lubar
                                                    Sheldon B. Lubar




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