KALAN GOLD CORP
SC 13D, 1999-11-12
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                  SCHEDULE 13D

                    Under the Securities Exchange Act of 1934

                            (Amendment No. . . . .) *


                             KALAN GOLD CORPORATION
                                (Name of Issuer)


                   Common Stock, par value $0.00001 per share
                         (Title of Class of Securities)


                                   48337-10-1
                                 (CUSIP Number)


                                PATRICK S.H. LIM
             60A JALAN 19/3, 46300 PETALING JAYA, SELANGOR, MALAYSIA
                               011 (603) 756 5082
       (Name, Address and Telephone Number of Person Authorized to Receive
                           Notices and Communications)


                                 April 20, 1999
             (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 ss.ss.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  ss.240.13d-7(b) 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. 48337-10-1                                               PAGE 2 OF 11

1) Names of Reporting Persons I. R. S. Identification Nos. of Above Persons

          LSH ASSET HOLDINGS SDN BHD


2) Check the Appropriate Box if a Member of a Group       (a)  /      /
                                                          (b)  /     /

3) SEC Use Only


4) Source of Funds

            OO

5) Check if Disclosure of Legal  Proceedings is Required  Pursuant to Items 2(d)
   or 2(e) / /

6) Citizenship or Place of Organization

          Malaysia

      Number of            (7)  Sole Voting Power      25,245,000
      Shares
      Beneficially
      Owned by             (8)  Shared Voting Power
      Each
      Reporting            (9) Sole Dispositive Power  25,245,000
      Person
      With
                          (10) Shared Dispositive Power

11) Aggregate Amount Beneficially Owned by Each Reporting Person

             25,245,000

12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares  /    /

13) Percent of Class Represented by Amount in Row (11)

             26.6%

14) Type of Reporting Person

              CO



<PAGE>


CUSIP No. 48337-10-1                                               PAGE 3 OF 11

1) Names of Reporting Persons I. R. S. Identification Nos. of Above Persons

          PATRICK SOON-HOCK LIM

2) Check the Appropriate Box if a Member of a Group           (a)  /     /
                                                              (b)  /    /

3) SEC Use Only


4) Source of Funds

            OO

5) Check if Disclosure of Legal  Proceedings is Required  Pursuant to Items 2(d)
   or 2(e) / /

6) Citizenship or Place of Organization

          Malaysia


      Number of            (7)  Sole Voting Power      34,445,000
      Shares
      Beneficially
      Owned by             (8)  Shared Voting Power
      Each
      Reporting            (9) Sole Dispositive Power  34,445,000
      Person
      With
                          (10) Shared Dispositive Power

11) Aggregate Amount Beneficially Owned by Each Reporting Person

                 34,445,000

12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares    /    /

13) Percent of Class Represented by Amount in Row (11)

                36.3%

14) Type of Reporting Person

                     IN



<PAGE>



CUSIP No. 48337-10-1                                               PAGE 4 OF 11

1)      Names of Reporting Persons I. R. S. Identification Nos. of Above Persons

        LIM HONG CHOO


2) Check the Appropriate Box if a Member of a Group       (a)  /      /
                                                          (b)  /     /

3) SEC Use Only


4) Source of Funds

            OO

5) Check if Disclosure of Legal  Proceedings is Required  Pursuant to Items 2(d)
   or 2(e) / /

6) Citizenship or Place of Organization

          Malaysia

      Number of            (7)  Sole Voting Power      8,000,000
      Shares
      Beneficially
      Owned by             (8)  Shared Voting Power
      Each
      Reporting            (9) Sole Dispositive Power  8,000,000
      Person
      With
                          (10) Shared Dispositive Power

11) Aggregate Amount Beneficially Owned by Each Reporting Person

         8,000,000

12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares   /    /

13) Percent of Class Represented by Amount in Row (11)

         8.4%

14) Type of Reporting Person

         IN


<PAGE>



CUSIP No. 48337-10-1                                               PAGE 5 OF 11

1) Names of Reporting Persons I. R. S. Identification Nos. of Above Persons

          ANDREW LIM SU MING

2) Check the Appropriate Box if a Member of a Group           (a)  /      /
                                                              (b)  /     /

3) SEC Use Only


 4) Source of Funds

            OO

5) Check if Disclosure of Legal  Proceedings is Required  Pursuant to Items 2(d)
   or 2(e) / /

6) Citizenship or Place of Organization

          Malaysia

      Number of            (7)  Sole Voting Power      8,000,000
      Shares
      Beneficially
      Owned by             (8)  Shared Voting Power
      Each
      Reporting            (9) Sole Dispositive Power  8,000,000
      Person
      With
                          (10) Shared Dispositive Power

11) Aggregate Amount Beneficially Owned by Each Reporting Person

          8,000,000

12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares   /    /

13) Percent of Class Represented by Amount in Row (11)

          8.4 %

14) Type of Reporting Person

         IN


<PAGE>


CUSIP No. 48337-10-1                                               PAGE 6 OF 11

Item 1.  Security and Issuer.

         This  statement  on  Schedule  13D  relates to the shares of the common
stock $.00001 par value ("Common Stock") of Kalan Gold  Corporation,  a Colorado
corporation (the "Issuer").  The principal  executive office of the Issuer is at
60A Jalan 19/3, 46300 Petaling Jaya, Selangor, Malaysia.

Item 2.  Identity and Background.

         This statement on Schedule 13D is being filed by LSH Asset Holdings Sdn
Bhd ("LSH"), a Malaysian corporation, Patrick Soon-Hock Lim ("PSL"), a Malaysian
citizen,  Lim Hong Choo  ("LHC"),  a Malaysian  citizen,  and Andrew Lim Su Ming
("ALS"), a Malaysian citizen (collectively, the "Reporting Persons").

         The  address of the  Reporting  Persons,  except for ALS,  is 60A Jalan
19/3, 46300 Petaling Jaya, Selangor, Malaysia. The address of ALS is Flat 12, 31
Cotswold Way, Worcester Park, Surrey KT 48 LL, England.

         Approximately  99% of  LSH's  outstanding  stock  is  owned  by PSL and
approximately  1% of LSH's  outstanding  stock is owned by LHC. LSH's  principal
business is to serve as a  investment  holding  company for PSL.  The  principal
occupation of PSL is President and CEO of the Issuer.  The principal  occupation
of LHC is Director of LSH. LHC is PSL's wife. The principal occupation of ALS is
Graduate Trainee at Warburg Dillion Reed, London, England. ALS is the son of PSL
and LHC.

         None of the Reporting Persons,  nor to the best knowledge and belief of
LSH,  any of its  officers  or  directors,  has  during the last five years been
convicted in a criminal  proceeding  (excluding  traffic  violations  or similar
misdemeanors)  or has  been a  party  to a civil  proceeding  of a  judicial  or
administrative body of competent jurisdiction as a result of such proceeding was
or is subject to a judgement,  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.

         On April 20, 1999, the Reporting Persons acquired a total of 80,157,000
shares of Common Stock as a result of a reverse  acquisition  merger pursuant to
an  Agreement  and Plan of  Reorganization  dated April 20, 1999 (the  "Merger")
which is filed as exhibit 1 to this statement and is  incorporated  by reference
into this Item 3.

Item 4.  Purpose of Transaction.

         The Common  Stock  acquired by the  Reporting  Persons  pursuant to the
Merger was acquired for investment purposes. The Reporting Persons may be deemed
to  control  the  Issuer.  Depending  upon  their  evaluation  of  the  Issuer's
prospects,  and  upon  future  developments  (including,  but  not  limited  to,
performance of the Common Stock in the market, the effective yield on the Common
Stock, availability of funds, alternative uses of funds, and money, stock market
and general economic conditions), any of the Reporting


<PAGE>


CUSIP No. 48337-10-1                                               PAGE 7 OF 11

Persons or other entities that may be deemed to be affiliated with the Reporting
Persons may from time to time purchase  Common  Stock,  and any of the Reporting
Persons or other entities that may be deemed to be affiliated with the Reporting
Persons  may from time to time  dispose of all or a portion of the Common  Stock
held by such  person,  or  cease  buying  or  selling  Common  Stock.  Any  such
additional  purchases  or sales of the  Common  Stock  may be in open  market or
privately-negotiated transactions or otherwise.

         Except as set forth in this  Statement,  the Reporting  Persons have no
present plans or proposals which relate to or would result in:

    (a) The acquisition by any person of additional  securities of the Issuer,
or the disposition of securities of the Issuer;

   (b) An extraordinary corporate transaction,  such as a merger, reorganization
or liquidation, involving the Issuer or any of its subsidiaries;

   (c) A sale or transfer of a material amount of assets of the Issuer or any of
its subsidiaries;

   (d) Any change in the present board of directors or management of the Issuer,
including any plans or proposals to change the number or term of directors or to
fill any existing vacancies on the board;

   (e) Any material change in the present  capitalization  or dividend policy of
the Issuer;

   (f)  Any  other  material  change  in  the  Issuer's  business  or  corporate
structure,  including  but  not  limited  to,  if  the  Issuer  is a  registered
closed-end investment company, any plans or proposals to make any changes in its
investment  policy for which a vote is required by section 13 of the  Investment
Company Act of 1940;

   (g) Changes in the  Issuer's  charter,  bylaws or  instruments  corresponding
thereto or other  actions  which may impede  the  acquisition  of control of the
Issuer by any person;

   (h)  Causing  a class of  securities  of the  Issuer  to be  delisted  from a
national  securities  exchange or to cease to be  authorized  to be quoted in an
inter-dealer quotation system of a registered national securities association;

   (i) A  class  of  equity  securities  of the  Issuer  becoming  eligible  for
termination of registration pursuant to Section 12(g)(4) of the Act; or

   (j) Any action similar to any of those enumerated above.

Item 5.  Interest in Securities of the Issuer.

(a) As of the date of this statement,  LSH directly beneficially owns 25,245,000
shares of Common Stock,  or  approximately  26.6% of the 94,990,999  outstanding
shares of Common  Stock as  reported in the  Issuer's  Form 10-Q for the quarter
ended June 30, 1999,  as filed with the  Securities  and Exchange  Commission on
August 23, 1999 (the  "Outstanding  Shares").  As of the date of this statement,
PSL directly beneficially owns 9,200,000 shares of Common Stock, or


<PAGE>


CUSIP No. 48337-10-1                                               PAGE 8 OF 11

(b) approximately 9.7% of the Outstanding Shares. In addition,  by virtue of the
relationships  described  in this  statement,  PSL may be deemed  to  indirectly
beneficially  own the 25,245,000  shares of Common Stock  directly  beneficially
held by LSH.

         As of the  date of  this  statement,  LHC  directly  beneficially  owns
8,000,000  shares of Common  Stock,  or  approximately  8.4% of the  Outstanding
Shares.  As of the  date of  this  statement,  ALS  directly  beneficially  owns
8,000,000  shares of Common  Stock,  or  approximately  8.4% of the  Outstanding
Shares.

   (b) Each of LSH,  PSL,  LHC and ALS have power to vote or direct the vote and
to dispose  or direct the  disposition  of all shares of Common  Stock  directly
beneficially  owned by such  Reporting  Person.  By virtue of the  relationships
described in this  statement,  PSL may be deemed to share the indirect  power to
vote and direct the disposition of the shares of Common Stock held by LSH.

   (c) On April 20, 1999, in connection with the Merger, LSH acquired 38,000,000
shares of Common Stock,  PSL acquired  26,157,000  shares of Common  Stock,  LHC
acquired 8,000,000 shares of Common Stock, and ALS acquired a total of 8,000,000
shares of Common Stock.

        On  August  20,  1999,  in  a  privately  negotiated  transaction,   LSH
transferred a total of 12,755,000 shares of Common Stock to certain  individuals
in consideration of past project management and consulting  services rendered to
LSH.

        On  August  20,  1999,  in  a  privately  negotiated  transaction,   PSL
transferred  a total of  2,200,000  shares of Common  Stock to Looi Hoi Fah,  an
officer and director of the Issuer,  in consideration of past services  rendered
to PSL. On August 20, 1999, in separate privately negotiated  transactions,  PSL
transferred 4,550,000; 4,520,000; 1,330,000 and 30,000 shares of Common Stock to
certain  individuals in consideration  of past corporate and technical  advisory
services  rendered to PSL.  Also on August 20, 1999,  in a privately  negotiated
transaction,  PSL  transferred  total of  4,327,000  shares of  Common  Stock to
certain individuals in consideration of the cancellation of certain indebtedness
in the principal amount of approximately $216,350 owed by PSL.

    (d) Each of the Reporting  Persons has the right to receive and the power to
direct the receipt of dividends  from, and proceeds from the sale of, the shares
of Common Stock held by such Reporting  Person.  By virtue of the  relationships
described in this  statement,  PSL may be deemed to share the indirect  right to
receive and the power to direct the receipt of dividends from, and proceeds from
the sale of, the shares of Common Stock held by LSH.

    (e) Not applicable.

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

         The   Reporting   Persons  have  not  entered   into  any   contractual
relationships with respect to any securities of the Issuer.



<PAGE>


CUSIP No. 48337-10-1                                               PAGE 9 OF 11


Item 7.  Material to be Filed as Exhibits.

               1 Agreement and Plan of Reorganization dated as of April 20, 1999
among  Kalan  Gold  Corporation  and  Animated  Electronic  Industries  Sdn  Bhd
(incorporated by reference to Exhibit 2.1 to the Issuer's Current Report on Form
8-K/A dated July 2, 1999).

            2     Joint Filing Agreement among the Reporting Persons.



<PAGE>


CUSIP No. 48337-10-1                                              PAGE 10 OF 11



                                    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:    November 2, 1999                   LSH ASSET HOLDINGS SDN BHD



                                            By: /s/ Patrick Soon-Hock Lim
                                            Name: Patrick Soon-Hock Lim
                                            Title:  Managing Director



                                            By:  /s/ Patrick Soon-Hock Lim



                                            By: /s/ Lim Hong Choo



                                            By: /s/ Andrew Lim Su Ming



<PAGE>


CUSIP No. 48337-10-1                                              PAGE 11 OF 11


                                    Exhibit 1

                            AGREEMENT OF JOINT FILING


         In accordance  with Rule 13d-1(k) under the Securities and Exchange Act
of 1934, as amended,  the undersigned hereby agree to the joint filing on behalf
of each of them of a Statement on Schedule 13D, and any amendments thereto, with
respect  to the  Common  Stock,  par value  $0.00001  per  share,  of Kalan Gold
Corporation and that this agreement be included as an Exhibit to such filing.

         This Agreement may be executed in any number of  counterparts,  each of
which  shall be  deemed to be an  original  and all of which  together  shall be
deemed to constitute one and the same agreement.

         IN  WITNESS  WHEREOF,  each of the  undersigned  hereby  executes  this
Agreement as of November 2, 1999.



LSH ASSET HOLDINGS SDN BHD




By: /s/ Patrick Soon-Hock Lim
      --------------------------------------
      Name:  Patrick Soon-Hock Lim
      Title: Managing Director



By: /s/ Patrick Soon-Hock Lim



By: /s/ Lim Hong Choo



By: /s/ Andrew Lim Su Ming



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