COMMUNITY MEDICAL TRANSPORT INC
SC 13D, 1998-10-08
LOCAL & SUBURBAN TRANSIT & INTERURBAN HWY PASSENGER TRANS
Previous: TOWER AUTOMOTIVE INC, 4, 1998-10-08
Next: TCW DW TOTAL RETURN TRUST, 497, 1998-10-08



<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D. C. 20549


                                  SCHEDULE 13D

                    UNDER THE SECURITIES EXCHANGE ACT OF 1934



                        COMMUNITY MEDICAL TRANSPORT, INC.
                                (Name of Issuer)


                         Common Stock, $ 0.001 par value
                         (Title of Class of Securities)

                                    203744107
                                 (CUSIP Number)
                              Thomas A. Huser, Esq.
                            Quadrant Management, Inc.
                            720 5th Avenue, 9th Floor
                            New York, New York 10019
                                  212-231-3900
                  (Name, Address and Telephone Number of Person
                Authorized to Receive Notices and Communications)

                               September 30, 1998
                      (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 / / .

Check the following box if a fee is being paid with this statement / / .

                        (Continued on following page (s)
                               Page 1 of 13 Pages
                        Exhibit Index Appears on Page 5)
<PAGE>   2
CUSIP NO. 203744107                   13D                     Page 2 of 13 Pages

1        NAME OF REPORTING PERSON
         SSN OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

         Herbard Limited (no Fed. I.D. No.)

2        CHECK THE APPROPRIATE BOX IF A MEMBER                         (a)   / /
         OF A GROUP.                                                   (b)   / /

3        SEC USE ONLY

4        SOURCE OF FUNDS                    WC

5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS         / /
         IS REQUIRED PURSUANT TO ITEMS 2 (d) or 2 (e)

6        CITIZENSHIP OR PLACE OF ORGANIZATION       British Virgin Islands

   NUMBER                  7        SOLE VOTING POWER          368,200 Shares
     OF
  WARRANTS
BENEFICIALLY               8        SHARED VOTING POWER        NONE
   OWNED
     BY
    EACH                   9        SOLE DISPOSITIVE POWER     368,200 Shares
  REPORTING
  PERSON
   WITH                    10       SHARED DISPOSITIVE POWER   NONE

11       AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
         PERSON                                                368,200 Shares

12       CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES   / /
         CERTAIN SHARES

13       PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)               6.45%

14       TYPE OF REPORTING PERSON                                       CO
<PAGE>   3
CUSIP NO. 203744107                13D                        PAGE 3 OF 13 PAGES

Item 1 SECURITY AND ISSUER

         This statement on Schedule 13D (the "Amendment"), filed with respect to
events that occurred on September 30, 1998, relates to shares of Common Stock,
par value $0.001 per share, of Community Medical Transport, Inc., a Delaware
corporation (the"Common Stock" and the "Issuer", respectively), whose principal
executive offices are located at 4 Gannett Drive, White Plains, New York, 10604.

Item 2 IDENTITY AND BACKGROUND

         This Statement is filed by Herbard Limited, a British Virgin Islands
corporation ("Herbard").

         Herbard may be deemed to be controlled by the Phyllis Quasha Revocable
Trust. Phyllis G. Quasha, as the settlor of the Trust, may be deemed to control
the Trust. Based upon the foregoing considerations, for purposes of General
Instruction C to Schedule 13D, the Phyllis Quasha Revocable Trust and Phyllis G.
Quasha (collectively, the "Instruction C Persons") may be deemed to control
Herbard.

         Exhibit A sets forth the name, place of organization, principal
business, address of principal business and address of principal office of
Herbard and each Instruction C Person.

         The name, citizenship, business address and present principal
occupation or employment of each executive officer and director of Herbard and
each of the Instruction C Persons, as well as the name, principal business and
address of the corporation or other organization in which such occupation or
employment is conducted, are set forth in Exhibit B.

         During the five years prior to the date hereof, neither Herbard nor, to
the best of their knowledge, any of the Instruction C Persons or any executive
officer or director of Herbard or any of the Instruction C Persons, (i) have
been convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors) or (ii) has been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction, as a result of which such person
was or is subject to a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect to such laws.

Item 3 SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION

         The funds for purchase by Herbard of the 100,000 shares of Common Stock
purchased on September 30, 1998, an aggregate of $65,953.00, came from the
general corporate funds of Herbard.
<PAGE>   4
CUSIP NO. 203744107                 13D                       Page 4 of 13 Pages

Item 4 PURPOSE OF THE TRANSACTION

         On September 30, 1998, Herbard purchased 100,000 shares of Common Stock
in transactions in the over-the-counter market, as part of its short-term
trading and long-term investment activities.

Item 5 INTEREST IN SECURITIES OF THE ISSUER

         (a) & (b) As of July,1998, the Issuer had a total of 6,090,683 shares
of Common Stock issued and outstanding according to information made publicly
available by the Issuer.

         Pursuant to Rule 13d-3, the Reporting Person may be deemed to
beneficially own an aggregate of 368,200 Shares. Pursuant to Rule 13d-3 (d) (1)
(i), such 368,200 Shares constitute an aggregate of approximately 6.45% of the
outstanding Common Stock.

         (c) Other than the transactions described in this Statement and those
described in Exhibit D hereto, no transactions in the shares of Common Stock
have been effected during the past 60 days by Herbard, or, any of the persons
named in Exhibit B.

         (d) Inapplicable

         (e) Inapplicable

Item 6   Contracts, Arrangements, Understandings or Relationships with respect
         to Securities of the Issuer.

         Neither Herbard nor, to the best of its knowledge, any executive
officer or director thereof, has any contract, arrangement, understanding or
relationship with one or more security holders of the Issuer or others, with
respect to the purchase, holding, voting or disposition of shares of Common
Stock or other securities of the Issuer which are convertible or exercisable
into such shares. Each of such persons reserves the right to enter into any such
contract, arrangement, understanding or relationship in the future.
<PAGE>   5
CUSIP NO. 203744107                 13D                       Page 5 of 13 Pages

Item 7   Material to be Filed as Exhibits                                   Page

         Exhibit A: Information concerning                                     7
Reporting Persons and Instruction C Persons.

         Exhibit B: Information concerning                                    10
Reporting Persons' and Instruction C Persons' Officers,
Directors and Others.

         Exhibit C: Power of Attorney of                                      12
Herbard Limited granted to Thomas A. Huser.

         Exhibit D: Information concerning                                    13
other shares purchased within the last 60 days.
<PAGE>   6
CUSIP NO. 203744107                 13D                       Page 6 of 13 Pages

                                   SIGNATURES

         After reasonable inquiry and to the best of its knowledge and belief,
the undersigned certifies that the information set forth in this statement is
true, complete and correct.

Dated: October 7, 1998

                                                         HERBARD LIMITED

                                                         By: /s/ Thomas A. Huser
                                                                Thomas A. Huser
                                                                Attorney-in-Fact

<PAGE>   1
CUSIP NO. 203744107                 13D                       Page 7 of 13 Pages

                                                                       Exhibit A

Name:                                                Herbard Limited

Place of Organization:                               British Virgin Islands

Principal Business:                                  A holding company

Address of Principal Business:                       P. O. Box 438
                                                     Road Town, Tortola
                                                     British Virgin Islands

Address of Principal Office:                         P. O. Box 438
                                                     Road Town, Tortola
                                                     British Virgin Islands
<PAGE>   2
CUSIP NO. 203744107                 13D                       Page 8 of 13 Pages

Name:                               Phyllis Quasha Revocable Trust     EXHIBIT A

Place of Organization:              Bermuda

Principal Business:                 A personal trust

Address of Principal Business:      c/o Grosvenor Trust Company Limited
                                    Airlie House
                                    33 Church Street
                                    Hamilton, Bermuda

Address of Principal:               c/o Grosvenor Trust Company Limited
                                    Airlie House
                                    33 Church Street
                                    Hamilton, Bermuda
<PAGE>   3
CUSIP NO. 203744107                 13D                       Page 9 of 13 Pages

Name:                               Phyllis Grant Quasha               EXHIBIT A

Residence Address:                  Suite 12
                                    Lyford Cay
                                    Nassau, Bahamas

Principal Occupation:               Private Investor

Citizenship:                        Australia

<PAGE>   1
CUSIP NO. 203744107                 13D                      Page 10 of 13 Pages

                                                                       EXHIBIT B

                                 HERBARD LIMITED

<TABLE>
<CAPTION>
                  Position
Name              with Company      Occupation        Principal Address
<S>               <C>               <C>               <C>
SCS Limited       Director          Management        P.O. Box 438
                                    Company           Road Town, Tortola
                                                      British Virgin Islands

Gordon Howard     President         Trust Company     Grosvenor Trust Company Limited
                                    Executive         Airlie House
                                                      33 Church Street
                                                      Hamilton, Bermuda

Norman Holbrow    Vice President    Trust Company     Grosvenor Trust Company Limited
                                    Executive         Airlie House
                                                      33 Church Street
                                                      Hamilton, Bermuda

Jill Clifford     Secretary/        Trust Company     Grosvenor Trust Company Limited
                  Treasurer         Executive         Airlie House
                                                      33 Church Street
                                                      Hamilton, Bermuda
</TABLE>
<PAGE>   2
CUSIP No. 203744107                 13D                      Page 11 of 13 Pages

                                                                       EXHIBIT B

                         PHYLLIS QUASHA REVOCABLE TRUST

<TABLE>
<CAPTION>
                  Position
Name              with Company      Occupation        Principal Address
<S>               <C>               <C>               <C>
Grosvenor Trust   Corporate         Corporate         Grosvenor Trust Company Limited
Company Trust     Trustee           Trustee           Airlie House
                                                      33 Church Street
                                                      Hamilton, Bermuda

Phyllis G. Quasha Settlor           Private           Suite 12
                                    Investor          Lyford Cay
                                                      Nassau, Bahamas
</TABLE>

<PAGE>   1
CUSIP NO. 203744107                 13D                      Page 12 of 13 Pages

                                                                       EXHIBIT C

                            LIMITED POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS that Herbard Limited (the "Corporation")
does hereby make, constitute and appoint THOMAS A. HUSER as true and lawful
attorney-in-fact of the Corporation, to act in the name, place and stead of the
Corporation.

         To negogiate, execute and deliver any and all agreements, documents,
instruments and certificates, and to take any and all actions, of whatever kind,
with regard, directly or indirectly, to any filings, notices, authorizations or
actions required or advisable to be made with, given to, obtained from or
otherwise to comply with the rules and regulations of the Securities and
Exchange Commission, and state or any other governmental office or body, in
connection with the record of beneficial ownership or other interest by the
Corporation of, or any transactions relating in any way to, any securities of
Community Medical Transport, Inc., including, without limitation, (1) any
statements on Schedule 13D and any amendments thereto, (2) any joint filing
agreements pursuant to Rule 13d-1(f) promulgated under the Securities Exchange
Commission Act of 1934, as amended, and any amendments thereto, (3) any initial
statements of beneficial ownership on Form 3, and (4) any statements of Change
in beneficial ownership on Form 4 or Form 5.

         Giving and granting unto said attorney-in-fact full power and authority
to do and perform any and every act whatsoever requisite, necessary, or in the
opinion of said attorney-in-fact, desirable to be done in connection with the
foregoing, as fully and to intents and purposes as the undersigned might or
could do if personally present, by its officers, hereby ratifying and confirming
all acts that said attorney-in-fact shall do or cause to be done by virtue
hereof.

         The Corporation hereby agrees to indemnify and hold harmless the
attorney-in-fact for any claims, liabilities, costs or expenses, including
reasonable attorney's fees, incurred by said attorney-in-fact arising out of, or
in any way connected with, performance by said attorney-in-fact of any and all
acts duly authorized hereunder by the Corporation unless such claims arise out
of the wilful or grossly negligent disregard by such attorney-in-fact of his
obligation hereunder.

         This Power of Attorney shall expire on October 7, 1998

         IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be duly executed this 7th day of October, 1998.

HERBARD LIMITED

By S.C.S. LIMITED, sole director

<PAGE>   1
By:/s/ Susan Demers

CUSIP NO. 203744107                 13D                      Page 13 of 13 Pages

                                                                       EXHIBIT D

                OTHER PURCHASES OF SHARES WITHIN THE LAST 60 DAYS

<TABLE>
<CAPTION>
Date                       Number of Shares           Price Per Share
<S>                        <C>                        <C> 
9/09/98                     5,000                     $.76
9/14/98                    10,000                     $.67
9/15/98                     5,000                     $.64
9/16/98                    20,000                     $.75
9/17/98                     5,000                     $.76
9/23/98                     2,000                     $.66
</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission