INTERNATIONAL ASSETS HOLDING CORP
SC 13G, 2000-02-15
SECURITY BROKERS, DEALERS & FLOTATION COMPANIES
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                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549

                                 SCHEDULE 13G

                   Under the Securities Exchange Act of 1934
                                (Amendment No.3)*


                    International Assets Holding Corporation
             -----------------------------------------------------
                                (Name of Issuer)

                                 Common Stock
             -----------------------------------------------------
                         (Title of Class of Securities)

                                  459028106
             -----------------------------------------------------
                                 (CUSIP Number)

                                   01/31/00
             -----------------------------------------------------
            (Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schecule
is filed:

    __X_Rule 13d-1(b)

    ____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 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.459028106


- --------------------------------------------------------------------------------
   1   NAMES OF REPORTING PERSONS
       I.R.S. Identification Nos. of above persons (entities only)

           Diego J. Veitia


- --------------------------------------------------------------------------------
   2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

       (a) ______
                                N/A
       (b) ______

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




- --------------------------------------------------------------------------------
   4   CITIZENSHIP OR PLACE OF ORGANIZATION __U.S.A___________


- --------------------------------------------------------------------------------
   NUMBER OF      5    SOLE VOTING POWER
     SHARES       489,097
  BENEFICIALLY    --------------------------------------------------------------
    OWNED BY      6    SHARED VOTING POWER
      EACH        N/A
   REPORTING      --------------------------------------------------------------
     PERSON       7    SOLE DISPOSITIVE POWER
      WITH        489,097
                  --------------------------------------------------------------
                  8    SHARED DISPOSITIVE POWER
                   N/A
- --------------------------------------------------------------------------------
   9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

                  489,097

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

                  N/A

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

                  24.68%

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

                  IN


- --------------------------------------------------------------------------------

<PAGE>







Item 1.     (a)   Name of Issuer:

                  International Assets Holding Corporation

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

                  250 Park Avenue South, Suite 200
                  Winter Park, FL 32789

Item 2.     (a)   Name of Person Filing:

                  Diego J. Veitia

            (b)   Address of Principal Business Office:

                  250 Park Avenue South, Suite 200
                  Winter Park, FL 32789

            (c)   Citizenship:

                  U.S.A.

            (d)   Title of Class of Securities:

                  Common Stock

            (e)   CUSIP Number:

                  459028106

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

            (i)   ( )   A savings association as defined in Section 3(b) of the
                        Federal Deposit Insurance Act (12 U.S.C. 1813);

            (j)   ( )   A church 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>



Item 4.     Ownership.

               If the percent of the class owned,  as of December 31 of the year
               covered  by the  statement,  or as of the last  day of any month
               described  in  Rule  13d-1(b)(2),  if  applicable,  exceeds  five
               percent,  provide the following  information  as of that date and
               identify those shares which there is a right to acquire.

               (a)  Amount Beneficially Owned:

               As of January 31, 2000 Diego J. Veitia was the beneficial  owner
               of 489,097 shares of  International  Assets Holding  Corporation,
               consisting  of  489,097  shares  held in the name of The Diego J.
               Veitia  Family  Trust DTD  12/13/91  of which  Mr.  Veitia is the
               settlor,  a  trustee  and  primary  beneficiary.

               The Issuer formerly  offered benefits to its employees from an
               ESOP Plan in which each participant  held voting rights.  The
               Plan was amended in 1999 to the form of a 401(k)  profit sharing
               plan in which  participants  do not vote their allocated  shares.
               Therefore,  Mr.  Veitia no longer has sole voting  power for
               those shares.

               Mr. Veitia currently has no exercisable options.

               (b) Percent of Class:

               These shares  represented  24.68% of the outstanding  shares of
               the common stock.

               (c)  Number of shares as to which such person has:

                  (i)  sole power to vote or to direct the vote

                    489,097

                  (ii) shared power to vote or to direct the vote

                    N/A

                  (iii)sole power to dispose or to direct the the disposition of

                    489,097

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

                     N/A

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

               N/A

               If this  statement  is 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 [  ]

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

               The Diego J. Veitia Family Trust has the right to receive  income
               provided by dividends paid to the Trust or proceeds from the sale
               of the 489,097 shares held in its name.

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

               N/A

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

               N/A

Item 9.     Notice of Dissolution of Group.

               N/A

Item 10.    Certification.
<PAGE>

            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.



            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.

                                               ______02/15/00______________
                                                      Date

                                               ____________________________
                                                      Signature

                                               /S/ Diego J. Veitia
                                               ____________________________
                                                    Name/Title


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