E AUTOMATE CORP/DE
SC 13D, 2000-09-15
BLANK CHECKS
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                  SCHEDULE 13D


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

                             e-automate Corporation
                                (Name of Issuer)

                          Common Stock, $.001 par value
                         (Title of Class of Securities)

                                   26823A 10 7
                                 (CUSIP Number)

                              James G. Swensen, Jr.
                        136 South Main Street, Suite 318
                           Salt Lake City, Utah 84101
                                  801-961-8800
                 (Name, Address, and Telephone Number of Person
                Authorized to Receive Notices and Communications)

                                  July 17, 2000
             (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(e),  13d-1(f) or 13-1(g), check the following box
[ ].

* 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).

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<PAGE>



CUSIP No. 26823A 10 7

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

         Aspen Capital Resources, LLC

2.       CHECK THE APPROPRIATE ROW IF A MEMBER OF A GROUP (SEE
         INSTRUCTIONS)
         (a) [ ]
         (b) [ ]

3.       SEC USE ONLY




4.       SOURCE OF FUNDS (SEE INSTRUCTIONS)

         WC

5.       CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
         ITEM 2(D) OR 2(E)                                           [ ]

6.       CITIZENSHIP OR PLACE OF ORGANIZATION

         Utah

7.       SOLE VOTING POWER

         461,538 Shares  issuable upon  conversion of Series 2000-A  Convertible
         Preferred Stock

8.       SHARED VOTING POWER

         0 Shares

9.       SOLE DISPOSITIVE POWER

         461,538 Shares  issuable upon  conversion of Series 2000-A  Convertible
         Preferred Stock

10.      SHARED DISPOSITIVE POWER

         0 Shares

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<PAGE>



11.      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

         461,538 Shares  issuable upon  conversion of Series 2000-A  Convertible
         Preferred Stock

12.      CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
         SHARES (SEE INSTRUCTIONS)

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

         7.8%

14.      TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

         OO




                                        2

<PAGE>



         This  Statement on Schedule 13D relates to shares of Common Stock,  par
value $0.001 per share (the  "Shares"),  of e-automate  Corporation,  a Delaware
corporation  (the "Company"),  held for the account of Aspen Capital  Resources,
LLC (the "Reporting Person").

Item 1.   Security and Issuer

         The class of securities to which this statement on Schedule 13D relates
is the Common Stock,  par value $.001 per share,  of e-automate  Corporation,  a
Delaware  corporation.  The Company has its  principal  executive  offices at 71
North 490 West, American Fork, Utah 84003.

Item 2.   Identity and Background

         This statement is filed by Aspen Capital Resources, LLC, a Utah limited
liability  company with an address at 8989 South Schofield  Circle,  Sandy, Utah
84093.  The  Reporting  Person may be deemed to  beneficially  own,  directly or
indirectly,  the Shares reported hereby. Neither the present filing nor anything
contained  herein shall be construed as an admission  that the Reporting  Person
constitutes  a  "person"  for any  purposes  other  than  Section  13(d)  of the
Securities  Exchange  Act of 1934 or that the  Reporting  Person  constitutes  a
"group" for any purpose.

         Aspen  Capital  Resources,  LLC is an  investment  company.  Mr. Joe K.
Johnson,  an individual  resident of Utah and U.S.  citizen,  with an address at
8989 South Schofield Circle,  Sandy, Utah 84093, is the manager of Aspen Capital
Resources, LLC. His principal business is investor and consultant.

         During the last five years, neither of the Reporting Person nor Mr. Joe
K.  Johnson  has been  convicted  in a criminal  proceeding  (excluding  traffic
violations or similar misdemeanors).

         During the last five years, neither of the Reporting Person nor Mr. Joe
K.  Johnson  has  been  a  party  to  a  civil   proceeding  of  a  judicial  or
administrative body of competent jurisdiction and as a result of such proceeding
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  Reporting  Person has  provided  funding of  $1,500,000.00  to the
Company pursuant to a Securities  Purchase  Agreement dated as of June 19, 2000.
The funding is provided from working capital of the Reporting Person,  including
capital contributions and earnings from operations.

Item 4.   Purpose of Transaction

         The Shares have been  acquired by the Reporting  Person for  investment
purposes.  The  Reporting  Person  expects to evaluate  on an ongoing  basis the
Company's financial condition, business

                                        3

<PAGE>



operations and prospects,  the status of any business combination  involving the
Company,  the market price of the Shares,  conditions in the securities  markets
generally,   general  economic  and  industry   conditions  and  other  factors.
Accordingly,  the  Reporting  Person  reserves the right to change its plans and
intentions at any time, as it deems  appropriate.  In particular,  the Reporting
Person may at any time and from time to time acquire  additional Shares or other
securities   convertible  or  exchangeable  for  Shares  in  public  or  private
transactions;  dispose  of Shares  or other  securities  in  public  or  private
transactions,  including  dispositions  economically  effected by short sales or
options   transactions;   and/or  enter  into  privately  negotiated  derivative
transactions  to hedge the market  risk of some or all of its  positions  in the
Shares or other  securities.  Any such  transactions may be effected at any time
and from time to time. In  connection  with its  investment in the Company,  the
Reporting  Person expects from time to time to consult with management and other
shareholders of the Company.

         Other than as discussed  above, or as otherwise  described in Item 6 of
this Statement on Schedule 13D, the Reporting  Person  currently has no plans to
effect any of the  transactions  required to be  described in Item 4 of Schedule
13D.

Item 5.   Interest in Securities of the Issuer

         (a) - (b) As of August 18, 2000, the Reporting Person was the holder of
1,500  shares of  Preferred  Stock,  all of which is deemed  convertible  at the
Conversion Price, as defined below. The Conversion Price for the Preferred Stock
is 80% of the average of the 3 lowest  closing bid prices for the Shares  during
the 15 trading days  preceding the date of conversion.  The Conversion  Price as
determined above is subject to a ceiling of $5.75 per share and a floor of $3.25
per share.

         Because the Preferred Stock is convertible into Shares at the option of
the Reporting  Person pursuant to the foregoing  formulas,  the actual number of
Shares  which  would be owned  by the  Reporting  Person  upon  conversion  will
fluctuate.  However,  for purposes of this filing, the Preferred Stock is deemed
converted as of the reporting date.

         On the basis of the  foregoing,  the Reporting  Person may be deemed to
beneficially  own,  directly  or  indirectly,  461,538  Shares,  or  7.8% of the
Company's outstanding Common Stock as of the reporting date. Such calculation is
based on the  Company's  outstanding  Shares,  after  giving  effect  to  Shares
issuable upon conversion of the Preferred Stock owned by the Reporting Person.

         The Reporting  Person may be deemed to have the power to vote or direct
the  vote,  and  to  dispose  or  to  direct  the  disposition  of,  the  Shares
beneficially owned by it. In addition,  Mr. Joe K. Johnson is the manager of the
Reporting Person. As such, he has been granted voting power and investment power
over  investments  of the  Reporting  Person,  including  the  Shares,  and  may
therefore  be deemed to control,  directly or  indirectly,  the Shares  reported
hereby.

         (c) Schedule I lists transactions in the Shares by the Reporting Person
during the last sixty  days,  including  the name,  date,  amount of  securities
involved, and price per unit. Except as otherwise indicated, all acquisitions of
Shares and all dispositions of Shares were executed through market

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<PAGE>



transactions.  There were no other  transactions  in the Shares by the Reporting
Person in the past sixty days.

         (d) No  person  is known by the  Reporting  Person to have the right to
receive or the power to direct the receipt of  dividends  from,  or the proceeds
from the sale of, any Shares beneficially owned by the Reporting Person.

         (e)  Not applicable.

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

         (a) The  arrangement  between  the  Reporting  Person and the  Company,
whereby the Reporting Person provided funding to the Company,  is set forth in a
Securities  Purchase  Agreement  dated as of June 19, 2000 which is incorporated
herein by  reference to Exhibit  10.11 to the  Company's  Annual  Report on Form
10-KSB/A  dated  March  31,  2000 and filed  with the  Securities  and  Exchange
Commission on August 18, 2000.

         (b) Except as described or referred to above,  there are no  contracts,
arrangements, understandings or relationships among the Reporting Person and any
other person with respect to any  securities  of the Company,  including but not
limited to transfer or voting of any  securities of the Company,  finder's fees,
joint  ventures,  loan or  option  arrangements,  puts or calls,  guarantees  of
profits, division of profits or loss, or the giving or withholding of proxies.

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.

Dated: August 18, 2000

ASPEN CAPITAL RESOURCES, LLC


By:      /s/
         -----------------------
         Joe K. Johnson, Manager



                                        5

<PAGE>


                                   SCHEDULE I


Title of Security      Transaction     Securities Acquired (A) and Disposed (D)
                        Date           Number of                      Price
                                       Shares                         Per Share

Common Stock           06/19/00        153,846 A(1)                   $3.25
Common Stock           07/17/00        153,846 A(2)                   $3.25
Common Stock           08/18/00        153,846 A(3)                   $3.25


(1)  Preferred  Stock  acquired on June 19, 2000,  with  funding of  $500,000.00
pursuant to the Securities  Purchase  Agreement dated as of June 19, 2000, which
if converted and exercised on that date would be convertible and exercisable for
the number of shares indicated.

(2)  Preferred  Stock  acquired on July 17, 2000,  with  funding of  $500,000.00
pursuant to the Securities  Purchase  Agreement dated as of June 19, 2000, which
if converted and exercised on that date would be convertible and exercisable for
the number of shares indicated.

(3) Preferred  Stock  acquired on August 18, 2000,  with funding of  $500,000.00
pursuant to the Securities  Purchase  Agreement dated as of June 19, 2000, which
if converted and exercised on that date would be convertible and exercisable for
the number of shares indicated.


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