SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
COUNTRY STAR RESTAURANTS, INC.
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, par value $.001 per share
- --------------------------------------------------------------------------------
(Title of Class of Securities)
222361 30 5
--------------------------------------------------------------
(CUSIP Number)
February 18, 1998
--------------------------------------------------------------
(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
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).
<PAGE>
================================================================================
CUSIP No. 222361 30 5 13G
================================================================================
(1) NAMES OR REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Cameron Capital Ltd.
I.R.S. No.: None
- --------------------------------------------------------------------------------
(2) CHECK APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
(a) [ ]
(b) [ ]
- --------------------------------------------------------------------------------
(3) SEC USE ONLY
- --------------------------------------------------------------------------------
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
Bermuda
- --------------------------------------------------------------------------------
(5) SOLE VOTING POWER
749,589
-----------------------------------
(6) SHARED VOTING POWER
NUMBER OF SHARES
BENEFICIALLY OWNED 0
BY EACH REPORTING ------------------------------------
PERSON WITH
(7) SOLE DISPOSITIVE POWER
749,589
------------------------------------
(8) SHARED DISPOSITIVE POWER
0
- --------------------------------------------------------------------------------
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
749,589
- --------------------------------------------------------------------------------
(10) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS) [ ]
- --------------------------------------------------------------------------------
(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.1%
- --------------------------------------------------------------------------------
(12) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IV
================================================================================
2
<PAGE>
Item 1.
(a) Name of Issuer.
Country Star Restaurants, Inc.
(b) Address of Issuer's Principal Executive Offices.
4929 Wilshire Boulevard
Suite 428
Los Angeles, California 90010
Item 2.
(a) Name of Person Filing.
Cameron Capital Ltd.
(b) Address of Principal Business Office or, if none, Residence.
10 Cavendish Road
Hamilton, Bermuda
HM19
(c) Citizenship.
Bermuda
(d) Title of Class of Securities.
Common Stock, $.001 par value
(e) CUSIP Number.
222361 30 5
Item 3. If this statement is filed pursuant to Rule 13d-1(b) or
13d-2(b) or (c), 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 in accordance with Sec. 240.13d-1(b)
(1)(ii)(E).
(f) [ ] Employee Benefit Plan or Endowment Fund in accordance
with Sec. 240.13d-1(b)(1)(ii)(F).
(g) [ ] Parent holding company, in accordance with
Sec.240.13d-1(b)(ii)(G).
(h) [ ] A savings association as defined in Section 3(b) of
the Federal Deposit Insurance Act.
3
<PAGE>
(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.
(j) [ ] Group, in accordance with Sec. 240.13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Sec. 240.13d-1(c), check this bo[x].
Item 4. Ownership
(a) Amount Beneficially Owned.
749,589
(b) Percent of Class.
9.1%
(c) Number of shares as to which such person has
(i) sole power to vote or to direct the vote: 749,589
(ii) shared power to vote or to direct the vote: 749,589
(iii) sole power to dispose or to direct the
disposition of 749,589
(iv) shared power to dispose or to direct the
disposition of: 749,589
Item 5. Ownership of Five Percent or Less of a Class.
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.
162339
4
<PAGE>
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.
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.
Cameron Capital Ltd.
Date: April 2, 1998 By: /s/ Nic Snelling
----------------------
Nic Snelling
Chief Financial Officer
5