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OMB APPROVAL
UNITED STATES --------------------------
SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-01-0145
Washington, D.C. 20549 Expires: October 31, 1994
Estimated average burden
hours per form.... 14.90
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SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)*
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CANMAX, INC.
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(Name of Issuer)
Without par value common stock
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(Title of Class of Securities)
137642 20 3
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(CUSIP Number)
Thomas J. Spackman, Jr.
2602 McKinney Ave., Suite 220, Dallas, Texas
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
12/11/98
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(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 3 Pages
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CUSIP No. 136742 20 3 13D Page 2 of 4 Pages
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Founders Equity Group, Inc.
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(1) Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above
Persons
- -------------------------------------------------------------------------------
(2) Check the Appropriate Box if a Member (a) / /
of a Group* (b) /X/
- -------------------------------------------------------------------------------
(3) SEC Use Only
- -------------------------------------------------------------------------------
(4) Source of Funds*
WC & PF
- -------------------------------------------------------------------------------
(5) Check if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e)
- -------------------------------------------------------------------------------
(6) Citizenship or Place of Organization
TEXAS
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Number of Shares (7) Sole Voting Power
Beneficially Owned 400,000
by Each Reporting --------------------------------------------------
Person With (8) Shared Voting Power
0
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(9) Sole Dispositive Power
400,000
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(10) Shared Dispositive Power
0
- -------------------------------------------------------------------------------
(11) Aggregate Amount Beneficially Owned by Each Reporting Person
400,000
- -------------------------------------------------------------------------------
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares*
/X/
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(13) Percent of Class Represented by Amount in Row (11)
5.2%
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(14) Type of Reporting Person*
CO
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*SEE INSTRUCTION BEFORE FILLING OUT!
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SCHEDULE 13D
AMENDMENT #4
ITEM 1. SECURITY AND ISSUER
This statement relates to the without par value common stock of Canmax,
Inc. ("Canmax" or "Company"). Canmax's principal executive offices are
located at 150 W. Carpenter Freeway, Irving, Texas 75039.
ITEM 2. IDENTITY AND BACKGROUND
(a), (b) & (c)
Founders Equity Group, Inc. ("Founders Equity")
2602 McKinney, Suite 220
Dallas, Texas 75204
Founders Equity is a Texas corporation whose principal business is
investments and whose officers are:
Scotty D. Cook Chairman
Thomas J. Spackman, Jr. President
John Curran Vice President
(d) Founders Equity has not been convicted in a criminal proceeding
during the last 5 years.
(e) Founders Equity has not been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction during the
last 5 years.
(f) Not applicable.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Founders Equity acquired the securities from its working capital
accounts. From time to time Founders Equity may syndicate part of its
investments to funds that are under the exclusive control of Founders
Equity. No borrowed funds were used in the transaction.
ITEM 4. PURPOSE OF TRANSACTION
Founders Equity's acquisition of these shares is solely for investment
purposes.
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ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) On April 29, 1997, Founders Equity purchased in a private sale
from a third party 863,364 shares of the Company. This
purchase was disclosed in the original disclosure filing. As
also disclosed in various amendments to this filing, beginning
in December 15, 1997, the Company, Founders Equity and certain
other individual and entities entered into a Convertible Debenture
Loan Agreement pursuant to which the Company issued up to
$1,500,000 in Convertible Debentures.
On December 11, 1998, the Company redeemed $1,000,000 in
Convertible Debentures and the conversion feature in the
redeemed debentures was cancelled. As of December 10, 1998, the
Company has $500,000 in outstanding debentures of which $200,000
are issued to Founders Equity.
On December 9, 1998, Founders Equity sold in private
transactions the 863,364 common shares in the Company to various
employees of Founders Equity. The employees who purchased the
shares disclaim any beneficial ownership in shares held by any
other person. Founders Equity disclaims any beneficial ownership
in shares held by any other person.
(b) Number of shares as to which Founders Equity has:
(i) Sole power to vote or to direct the vote: -400,000-
(ii) Shared power to vote or to direct the vote: -0-
(iii) Sole power to dispose or to direct the
disposition: -400,000-
(iv) Shared power to dispose or to direct
disposition: -0-
(c) Founders Equity has not effected any transaction in the securities
of the Company prior to the transaction disclosed herein, other
than any transactions previously disclosed.
(d) Not applicable.
(e) Not applicable.
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ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
Not applicable.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
Not applicable.
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.
January 5, 1999 /s/ Thomas J. Spackman, Jr.
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Date Thomas J. Spackman, Jr.
President
