SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. . . . .) *
MULTI-MEDIA TUTORIAL SERVICES, INC.
(Name of Issuer)
Common Stock (par value $0.01 per share)
(Title of Class of Securities)
625420 40 1
(CUSIP Number)
CUSTER COMPANY, INC.
P.O. Box 802808, Dallas, Texas 75380
c/o Billy J. Robinson
(972) 248-3716
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
March 8, 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 that is the subject of this Schedule 13D, and is
filing this schedule because of 240.13d-1(e), 240.13d-1(f) or 240.13d-
1(g), check the following box. / /
NOTE: Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See Rule 240.13d-7
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).
CUSIP No. 625420 40 1
<PAGE>
1) Names of Reporting Persons I. R. S. Identification Nos. of Above
Persons (entities only)
CUSTER COMPANY, INC.
EIN # 75-217352
2) Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) .......................................
(b) ...X....................................
3) SEC Use Only .................................
4) Source of Funds (See Instructions) .....PF..................
5) Check if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) .....................................
6) Citizenship or Place of Organization NEVADA
Number of (7) Sole Voting Power 1,685,556
Shares -----------------------------------------------------
Beneficially (8) Shared Voting Power ........N/A.................
Owned by -----------------------------------------------------
Each (9) Sole Dispositive Power 1,685,556
Reporting -----------------------------------------------------
Person (10) Shared Dispositive Power ......N/A.............
With -----------------------------------------------------
11) Aggregate Amount Beneficially Owned by Each Reporting Person
1,685,556
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares
/ /
13) Percent of Class Represented by Amount in Row (11) 20.3%
14) Type of Reporting Person (See Instructions) .....CO...........
SCHEDULE 13D
Item 1. Security and Issuer.
This statement relates to the par value $0.01 common stock of MULTI-
MEDIA TUTORIAL SERVICES, INC. ("Company"). The Company's principal
executive offices are located at 205 Kings Highway, Brooklyn, New York
11223.
<PAGE>
Item 2. Identity and Background.
(a), (b), (c)
This statement is filed on behalf of Custer Company, Inc. ("Custer
Company"), P.O. Box 802808, Dallas, Texas 75380. Custer Company is
a Nevada corporation whose principal business is business
development and whose officers are:
Patrick A. Custer President and Treasurer
Billy J. Robinson Vice President and Secretary
Mr. Custer is the sole director and his present principal employment
is Chief Executive Officer of uniView Technologies Corporation at
17300 North Dallas Parkway, Suite 2050, Dallas, Texas 75248. Mr.
Robinson's present principal employment is General Counsel of
uniView Technologies Corporation at 17300 North Dallas Parkway,
Suite 2050, Dallas, Texas 75248.
(d) Neither Custer Company, nor any of the officers or the director
have, during the last five years, been convicted in a criminal
proceeding.
(e) Neither Custer Company, nor any of the officers or the director
have, during the last five years, 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.
(f) All of the officers and the director of Custer Company are American
citizens.
Item 3. Source and Amount of Funds or Other Consideration.
Custer Company acquired the securities from its personal funds. No
borrowed funds were used in the transaction. The securities were
acquired directly from the Company in a private transaction.
Item 4. Purpose of Transaction.
Custer Company's acquisition of these shares is solely for
investment purposes.
<PAGE>
Item 5. Interest in Securities of the Issuer.
(a) Custer Company owns an aggregate of 1,685,556 common shares of the
Company, representing 20.3% of the outstanding common shares. Neither
Mr. Custer, nor Mr. Robinson own any shares of the Company individually.
(b) The number of shares as to which Custer Company holds the sole power
to vote or to direct the vote is 1,685,556; the number of shares as
to which Custer Company holds the sole power to dispose or to direct
the disposition is 1,685,556. Custer Company shares neither voting,
nor dispositive power with any other person or entity.
(c) On May 22, 1997, the Company and Custer Company entered into a
Securities Purchase Agreement pursuant to which the Company issued
to Custer Company a $100,000 Promissory Note which was convertible
into common stock upon the occurrence of an event of default.
Notwithstanding that an event of default was never declared, the
Company and Custer Company mutually agreed to convert the Promissory
Note into 1.6 million common shares of the Company at a conversion
price of $0.0625 per share. This transaction was consummated on
March 8, 2000 with the delivery of the stock certificate for 1.6
million shares to Custer Company. Custer Company had previously
received 85,556 common shares in payment of interest owed on the
Promissory Note. These transactions resulted in Custer Company
owning 20.3% of the outstanding common stock of the Company.
(d) Not applicable.
(e) Not applicable.
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.
March 17, 2000 CUSTER COMPANY, INC.
/s/ Patrick A. Custer
Patrick A. Custer, President