UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
R.D. Tips, Inc. 1700 S.E. MILITARY DRIVE SAN ANTONIO, TX 78214 |
 |  X |  |  |
Tips Robert D. 1700 S.E. MILITARY DRIVE SAN ANTONIO, TX 78214 |
 |  X |  |  |
/s/ Robert D. Tips, as president of R.D. Tips, Inc. | 03/03/2010 | |
**Signature of Reporting Person | Date | |
/s/ Robert D. Tips | 03/03/2010 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | These shares are owned by North America Life Insurance Company ("NALIC"). R.D. Tips, Inc. and North America Financial Holdings, Ltd. are the sole shareholders of NALIC. R.D. Tips, Inc. owns 55% of NALIC and North America Financial Holdings, Ltd. owns 45%, but all of NALIC's shares are held in a voting trust of which Clif Mitchell and Robert D. Tips are co-trustees, acting by unanimous consent. Robert D. Tips is the sole shareholder of R.D. Tips, Inc. |
(2) | As of May 5, 2009, NALIC loaned $400,000.00 to Antonio F. Uccello III, as a result of which Mr. Uccello executed a promissory note for the benefit of NALIC (the "Note"). To secure the Note, Mr. Uccello entered into a pledge agreement (the "Pledge Agreement") with NALIC, pursuant to which he pledged 27,000,000 shares of common stock of the Issuer (the "Pledged Shares") as collateral security for the repayment of the Note. Pursuant to the terms of the Pledge Agreement, NALIC may take title to and vote the Pledged Shares upon an "Event of Default." An "Event of Default" occurred under the Note, and NALIC has elected to exercise its voting rights over the Pledged Shares, but has not yet foreclosed on the Pledged Shares. NALIC does not have a direct or indirect pecuniary interest in the Pledged Shares. |
(3) | The reporting persons disclaim beneficial ownership of the securities owned directly by NALIC and except to the extent of their respective pecuniary interests and disclaim beneficial ownership of the Pledged Shares, and this report shall not be deemed an admission that any reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose. |