UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)
Carlyle Golf, Inc.
(Name of Issuer)
Common Stock, $.001 par value)
(Title of Class of Securities)
143083 10 3
(CUSIP Number)
S. Lee Terry, Jr.
Gorsuch Kirgis L.L.C.
1401 17th Street, Suite 1100
Denver, Colorado 80202
(303) 299-8913
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
June 24, 1996
(Date of Event which Requires Filing of this Statement)
CUSIP No. 143083 10 3
1) Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
William A. Clymor
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
U.S.
Number of Shares 7) Sole Voting Power 272,500
Beneficially Owned 8) Shared Voting Power 309,712
By Each Reporting 9) Sole Dispositive Power 272,500
Person With 10) Shared Dispositive
Power 309,712
11) Aggregate Amount Beneficially Owned by Each Reporting Person
582,212
12) Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
13) Percent of Class Represented by Amount in Row (11)
11.4%
14) Type of Reporting Person
IN
AMENDMENT NO. 2 TO
SCHEDULE 13D
WILLIAM A. CLYMOR
Item 1 Security and Issuer
$.001 par value Common Stock ("the Shares") of Carlyle Golf,
Inc. (the "Company"), 10550 East 54th Avenue, Unit E, Denver,
Colorado 80239
Item 2 Identity and Background
(a) Name: William A. Clymor
(b) Business Penthouse Four, 5445 DTC Parkway
Address: Englewood, Colorado 80111
(c) Principal
Occupation: Chairman of the Board and
Chief Executive Officer
Carlyle Golf, Inc.
10550 East 54th Avenue
Denver, Colorado 80239
(d) Criminal Proceedings: None
(e) Civil Proceedings: None
(f) Citizenship: U.S.
Item 3. Source and Amount of Funds or Other Consideration
On April 1, 1996, the Mr. Clymor and the Company entered into a
Stock Purchase Agreement (the "Agreement") whereby Mr. Clymor
agreed to use his personal funds to invest $500,000 in
additional shares of Common Stock. The Agreement provided for
Mr. Clymor to invest $500,000 on or before June 1, 1996 at a
purchase price per share equal to the average of the NASDAQ
trading price over the 10-day period beginning on the third
business day following the announcement of the Company's second
quarter financial results, less 10%. Pursuant to the terms of
the Agreement, Clymor Partners, Ltd., L.L.P., a Colorado limited
liability partnership, of which Mr. Clymor is the managing
partner, purchased 309,712 Shares on June 24, 1996.
Item 4. Purpose of Transaction
(a) See Item 3.
(b) None.
(c) None.
(d) None.
(e) None.
(f) None.
(g) None.
(h) None.
(i) None.
(j) None.
Item 5. Interest in Securities of the Issuer
(a) 582,212 Shares of Common Stock (11.4%) beneficially owned,
which includes presently exercisable options to purchase 200,000
Shares.
(b) Number of Shares as to which there is sole power to vote -
272,500; shared power to direct the vote - 309,712; sole power
to direct the disposition - 272,500; shared power to direct the
disposition - 309,712.
(c) April 1, 1996: Mr. Clymor received a right to acquire
additional Shares pursuant to the Agreement. See Item 3.
(d) None.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships With
Respect to Securities of the Issuer
None.
Item 7. Material to be filed as Exhibits
None.
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.
Date: 7/15/96 /s/ William A. Clymor
William A. Clymor
<PAGE>
APPENDIX
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. )
Carlyle Golf, Inc.
(Name of Issuer)
Common Stock, $.001 par value)
(Title of Class of Securities)
143083 10 3
(CUSIP Number)
S. Lee Terry, Jr.
Gorsuch Kirgis L.L.C.
1401 17th Street, Suite 1100
Denver, Colorado 80202
(303) 299-8913
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
November 7, 1995
(Date of Event which Requires Filing of this Statement)
CUSIP No. 143083 10 3
1) Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
William A. Clymor
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
U.S.
Number of Shares 7) Sole Voting Power 272,500
Beneficially Owned 8) Shared Voting Power 0
By Each Reporting 9) Sole Dispositive Power 272,500
Person With 10) Shared Dispositive
Power 0
11) Aggregate Amount Beneficially Owned by Each Reporting Person
272,500
12) Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
13) Percent of Class Represented by Amount in Row (11)
6.2%
14) Type of Reporting Person
IN
SCHEDULE 13D
WILLIAM A. CLYMOR
Item 1 Security and Issuer
$.001 par value Common Stock ("the Shares") of Carlyle Golf,
Inc. (the "Company"), 10550 East 54th Avenue, Unit E, Denver,
Colorado 80239
Item 2 Identity and Background
(a) Name: William A. Clymor
(b) Business Penthouse Four, 5445 DTC Parkway
Address: Englewood, Colorado 80111
(c) Principal
Occupation: Chairman of the Board and
Chief Executive Officer
Carlyle Golf, Inc.
10550 East 54th Avenue
Denver, Colorado 80111
(d) Criminal Proceedings: None
(e) Civil Proceedings: None
(f) Citizenship: U.S.
Item 3. Source and Amount of Funds or Other Consideration
On November 7, 1994, the Compensation Committee of the Board of
Directors of the Company granted Mr. Clymor options to purchase
500,000 Shares with an exercise price of $2.6563 per Share
subject to vesting: 100,000 vesting immediately on 11/7/94, the
remaining options vesting 100,000 11/7/95, 100,000 11/7/96,
100,000 11/7/97 and 100,000 11/7/98 if he is still Chairman of
the Board and Chief Executive Officer on those dates. The
50,000 Shares acquired January 18, 1995 through February 9, 1995
were acquired with personal funds.
Item 4. Purpose of Transaction
The options were granted to Mr. Clymor as part of his total
compensation package for services as Chairman of the Board and
Chief Executive Officer of the Company. The Shares were
acquired for investment purposes.
(a) None.
(b) None.
(c) None.
(d) None.
(e) None.
(f) None.
(g) None.
(h) None.
(i) None.
(j) None.
Item 5. Interest in Securities of the Issuer
(a) 272,500 Shares of Common Stock (6.2%) beneficially owned,
which includes presently exercisable options to purchase 200,000
Shares.
(b) Number of Shares as to which there is sole power to vote -
272,500; shared power to direct the vote - 0; sole power to
direct the disposition - 272,500; shared power to direct the
disposition - 0.
(c) November 7, 1995: Options to purchase 200,000 Shares were
vested from the grant of options to purchase 500,000 Shares
subject to vesting approved by the Compensation Committee of the
Board of Directors of the Company. Currently, 300,000 Shares
are still subject to vesting.
(d) None.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships With
Respect to Securities of the Issuer
None.
Item 7. Material to be filed as Exhibits
None.
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.
Date: 12-20-95 /s/ William A. Clymor
William A. Clymor
<PAGE>
APPENDIX
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)
Carlyle Golf, Inc.
(Name of Issuer)
Common Stock, $.001 par value)
(Title of Class of Securities)
143083 10 3
(CUSIP Number)
S. Lee Terry, Jr.
Gorsuch Kirgis L.L.C.
1401 17th Street, Suite 1100
Denver, Colorado 80202
(303) 299-8913
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
April 1, 1996
(Date of Event which Requires Filing of this Statement)
CUSIP No. 143083 10 3
1) Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
William A. Clymor
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
U.S.
Number of Shares 7) Sole Voting Power 716,944
Beneficially Owned 8) Shared Voting Power 0
By Each Reporting 9) Sole Dispositive Power 716,944
Person With 10) Shared Dispositive
Power 0
11) Aggregate Amount Beneficially Owned by Each Reporting Person
716,944
12) Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
13) Percent of Class Represented by Amount in Row (11)
14.8%
14) Type of Reporting Person
IN
AMENDMENT NO. 1 TO
SCHEDULE 13D
WILLIAM A. CLYMOR
Item 1 Security and Issuer
$.001 par value Common Stock ("the Shares") of Carlyle Golf,
Inc. (the "Company"), 10550 East 54th Avenue, Unit E, Denver,
Colorado 80239
Item 2 Identity and Background
(a) Name: William A. Clymor
(b) Business Penthouse Four, 5445 DTC Parkway
Address: Englewood, Colorado 80111
(c) Principal
Occupation: Chairman of the Board and
Chief Executive Officer
Carlyle Golf, Inc.
10550 East 54th Avenue
Denver, Colorado 80111
(d) Criminal Proceedings: None
(e) Civil Proceedings: None
(f) Citizenship: U.S.
Item 3. Source and Amount of Funds or Other Consideration
On April 1, 1996, the Mr. Clymor and the Company entered into a
Stock Purchase Agreement (the "Agreement") whereby Mr. Clymor
agreed to use his personal funds to invest $500,000 in
additional shares of Common Stock. The Agreement provides for
Mr. Clymor to invest $500,000 on or before June 1, 1996 at a
purchase price per share equal to the average of the NASDAQ
trading price over the 10-day period beginning on the third
business day following the announcement of the Company's second
quarter financial results, less 10%.
Item 4. Purpose of Transaction
(a) See Item 3.
(b) None.
(c) None.
(d) None.
(e) None.
(f) None.
(g) None.
(h) None.
(i) None.
(j) None.
Item 5. Interest in Securities of the Issuer*
(a) 716,944 Shares of Common Stock (14.8%) beneficially owned,
which includes presently exercisable options to purchase 200,000
Shares and 444,444 additional Shares.
(b) Number of Shares as to which there is sole power to vote -
716,944; shared power to direct the vote - 0; sole power to
direct the disposition - 716,944; shared power to direct the
disposition - 0.
(c) April 1, 1996: Mr. Clymore received a right to acquire
444,444 additional Shares pursuant to Stock Purchase Agreement
with the Issuer. See Item 3.
(d) None.
(e) Not applicable.
* All figures as to number of shares and percent of class are
estimated based upon an investment of $500,000 at 90% ($1.125)
of the closing price ($1.25) on April 1, 1996, the effective
date of the Stock Purchase Agreement between Mr. Clymor and the
Issuer for an agreed upon investment in Shares by Mr. Clymor of
$500,000 on or before June 1, 1996 at a purchase price per share
equal to the average of the NASDAQ trading price over the 10-day
period beginning on the third business day following the
announcment of the Company's second quarter financial results,
less 10%.
Item 6. Contracts, Arrangements, Understandings or Relationships With
Respect to Securities of the Issuer
None.
Item 7. Material to be filed as Exhibits
None.
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.
Date: 4/23/96 /s/ William A. Clymor
William A. Clymor
