mainbody.htm
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C.20549
SCHEDULE
13D
Under
The Securities Exchange Act Of 1934
AXIAL
VECTOR ENGINE CORPORATION
(Name
of
Issuer)
Common
Stock, Par Value $0.001
(Title
of
Class of Securities)
(CUSIP
Number)
AHMED
KHALIFA
1605
Fairmont Hotel, Sheikh Zayed Road
Dubai,
United Arab
+971
4 329 5575
(Name,
address and Telephone Number of Person
Authorized
to Receive Notices and Communications)
(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 Sections 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 this schedule, including all exhibits. See Section 234.13d-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)
1.
Name Of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
Emirates International Capital Advisory
2.
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [X]
4.
Source of Funds (See Instructions). WC
5.
Check Box if Disclosure of Legal Proceeding Is Required Pursuant to Items 2(d)
or 2(e). [ ]
6.
Citizenship or Place of Organization. Dubai, United Arab
Emirates
|
Number
of
|
7.
|
Sole
Voting Power:
|
8,154,218
|
|
Shares
Bene-
|
|
|
|
|
ficially
Owned
|
8.
|
Shared
Voting Power:
|
0
|
|
By
Each
|
|
|
|
|
Reporting
|
9.
|
Sole
Dispositive Power:
|
8,154,218
|
|
Person
|
|
|
|
|
With
|
10.
|
Shared
Dispositive Power:
|
0
|
11.
Aggregate Amount Beneficially Owned by Each Reporting Person.
8,154,218
12.
Check if the Aggregate Amount In Row (11) Excludes Certain Shares (See
Instructions). [ ]
13.
Percent of Class Represented by Amount in Row 16.2%
14.
Type of Reporting Person. IV
STATEMENT
ON SCHEDULE 13D
Axial
Vector Engine Corporation
This
Filing of Schedule 13D is reflecting the acquisition of 3,154,218 shares of
the
Issuer's Common Stock dated July 1, 2007 and files with the Securities Exchange
Commission on November 26th, 2007 to reflect the acquisition of an
additional 5,000,000 shares of the Issuer’s Common Stock.
Item
1. Security And
Issuer.
This
Statement relates to the Common Stock, 0.001 par value (the "Common Stock")
of
Axial Vector Engine Corporation (the "Issuer") whose principal executive offices
are located at 121 SW Salmon Street, Portland, Oregon USA.
Item
2. Identity and
Background.
This
Statement on Schedule 13D (the "Statement") is filed with respect to events
on
July 1 and November 26, 2007 is filed by Emirates International
Capital Advisory.
The
principal business of Emirates International Capital Advisory is,
Investments. The address of Emirates International Capital Advisory
is:
Suite
1605, Fairmont Hotel
Sheikh
Zayed Road
PO
Box
69
Dubai,
United Arab Emirates
During
the last five years, Emirates International Capital Advisory, has not been
convicted in any criminal proceeding (excluding traffic violations or similar
misdemeanors).
During
the last five years, neither Emirates International Capital Advisory was 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
source of the funds for the purchase of the reported 8,154,218 shares was part
of the investment capital of Emirates International Capital Advisory. No
part of the purchase price is or will be represented by funds or other
consideration borrowed or otherwise obtained for the purpose of acquiring,
holding, trading or voting the Common Stock.
Item
4. Purpose of
Transaction.
Emirates
International Capital Advisory acquired the Common Stock to increase its
investment in the Issuer. The Common Stock was not acquired for the
purpose of, and do not have the effect of, and were not acquired in connection
with, or as a participant in, any transaction having such purpose or
effect. Emirates International Capital Advisory has no plans or proposals
with any other person or entity, including, but not limited to the Issuer,
which
relate to or would result in (a) an extraordinary corporate transaction, such
as
a merger or liquidation, involving the Issuer or any of its subsidiaries; (b)
a
sale or transfer of a material amount of assets of the Issuer or any of its
subsidiaries; (c) any material change in the dividend policy of the Issuer;
(d)
any other material change in the Issuer’s business or corporate structure
including but not limited to, if the Issuer were to become a registered
closed-end investment company, any plans or proposals to make any changes in
the
Issuer’s investment policy for which a vote is required by section 13 of the
Investment Company Act of 1940; (e) 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; (f) 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, (g) a class of equity securities
of
the Issuer becoming eligible for termination of registration pursuant to Section
12(g)(4) of the Securities Exchange Act of 1934; or (h) any action similar
to
any of those enumerated above. The reporting persons intend to dispose of
the shares of the common stock of the Issuer.
Item
5. Interest in Securities of the
Issuer.
Emirates
International Capital Advisory is the direct owner and sole beneficial owner
of
8,154,218 shares of the Common Stock, $0.001 par value, of the Issuer which
represents 16.2 % of the issued and outstanding shares of the common stock
of
the Issuer as of the date of the reported Event. On November 26, 2007, the
Issuer had 49,180,594 shares of common stock, $0.001 par value, issued and
outstanding.
Emirates
International Capital Advisory has the sole power to vote or direct the vote
and
the sole power to dispose of or direct the disposition of 8,154,218 shares
of
the Common Stock, $0.001 par value, of the Issuer and there is no shared power
to vote or to direct the vote and there is no shared power to dispose of or
direct the disposition of 8,154,218 shares of the Common Stock, no par value,
of
the Issuer.
During
the 60-day period prior to November 26, 2007, Emirates International Capital
Advisory effected no transactions in securities of the Issuer.
Prior
to
November 26, 2007 Emirates International Capital Advisory owned 3,154,218 shares
of the Common Stock of the Issuer and no other securities of the
Issuer.
No
other
person has the right to receive or the power to direct the receipt of dividends
from, or the proceeds from the sale of, the Common Stock.
Item
6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer.
There
are
no contracts, arrangements, understandings or relationships (legal or otherwise)
among the persons named in Item 2 and between such persons and any person with
respect to any securities of the Issuer.
Item
7. Material to Be Filed as
Exhibits.
There
are
no exhibits hereto to be filed.
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:
November 26, 2007
Emirates
International Capital Advisory
By:
/s/
Arash
Masom
Arash
Masom,
Managing
Director