UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
QUEPASA.COM, INC.
(Name of Issuer)
COMMON STOCK, PAR VALUE $.001 PER SHARE
(Title of Class of Securities)
74833W-10-7
(CUSIP Number)
Gary Trujillo, One Arizona Center, 400 E. Van Buren, 4th floor,
Phoenix, AZ 85004
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
January 4, 2002
(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 Section 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 Section 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).
1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons
(entities only). Michael D. Silberman, Mark Kucher, Kevin Dieball.
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a).........X...............................................
....................................................
(b)........................................................
3. SEC Use Only .........................................................
4. Source of Funds (See Instructions)
a. Michael D. Silberman - PF
b. Mark D. Kucher - PF
c. Kevin Dieball - PF
5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items
2(d) or 2(e) .................
6. Citizenship or Place of Organization UNITED STATES and CANADA
7. Sole Voting Power Number of Shares - 3,861,243
a. Michael D. Silberman - 1,065,000
b. Mark D. Kucher - 2,386,243
c. Kevin Dieball - 410,000
8. Shared Voting Power Beneficially Owned by
9. Sole Dispositive Power Each Reporting Person
a. Michael D. Silberman - 1,065,000
b. Mark D. Kucher - 2,386,243
c. Kevin Dieball - 410,000
10. With Shared Dispositive Power - 3,861,243
11. Aggregate Amount Beneficially Owned by Each Reporting Person
a. Michael D. Silberman - 1,065,000
b. Mark D. Kucher - 2,386,243
c. Kevin Dieball - 410,000
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions)
13. Percent of Class Represented by Amount in Row (11) - 22.5%
a. Michael D. Silberman - 1,065,000 - 6.2%
b. Mark D. Kucher - 2,386,243 - 13.9%
c. Kevin Dieball - 410,000 - 2.4%
14. Type of Reporting Person (See Instructions)
a. Michael D. Silberman - IN
b. Mark D. Kucher - IN
c. Kevin Dieball - IN
MICHAEL D. SILBERMAN - CUSIP NO. 74833W-10-7
Item 1. Security and Issuer.
This Schedule 13D/A statement relates to shares of common stock, $.001 par
value per share, of Quepasa.com, Inc., a Nevada corporation. The Issuer's
principal executive offices are located at 400 E. Van Buren, Fourth Floor,
Phoenix, Arizona.
Item 2. Identity and Background.
(a) Michael D. Silberman
(b) 5314 Round Meadow Road Hidden Hills, CA 91302-1165
(c) Present Principal Occupation: Reporting Person is a retired business
professional.
(d) During the last five years, the Reporting Person has not been
convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors).
(e) During the last five years, the Reporting Person has not 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) The Reporting Person is a citizen of the United States.
Item 3. Source and Amount of Funds or Other Considerations.
The Reporting Person Michael D. Silberman paid an aggregrate of
$179,739.00 from his own personal funds for 1,065,000 shares of the
Issuer's common stock.
Item 4. Purposes of Transaction.
On December 10, 2001, Reporting Person Michael D. Silberman filed a Schedule
13D with the Securities and Exchange Commission due to the fact that on
November 30, 2001, the Reporting Person Michael D. Silberman acquired 700,000
shares of common stock in the Issuer from Gateway Companies, Inc., a Delaware
corportion. This acquisition increased the Reporting Person's total equity
ownership in the issuer from 365,000 to 1,065,000.
The Reporting Person Michael D. Silberman's purposes for the acquisition of the
Issuer securities may include, without limitation, plans or proposals such as
the following: The Reporting Person acquired the shares primarily as an
investment. The Reporting Person also seeks a change in the present board of
directors or management of Issuer. The Reporting Person reserves the right to
determine in the future whether to change the purpose or purposes described
above.
Item 5. Interest in Securities of the Issuer.
(a) Reporting Person Michael D. Silberman beneficially owns 1,065,000 shares
of common stock of Issuer, or approximately 6.21% of the outstanding shares of
Issuer's common stock.
(b) The Reporting Person Michael D. Silberman has sole power to vote all
shares set forth in Item 5(a), above.
(c) The following purchases were made on Nasdaq, on "Pink Sheets," and in
private transactions on the following dates:
Shares Purchased Date Purchased Purchase Price
20,000 08/30/2001 0.18
20,000 09/05/2001 0.18
25,000 09/07/2001 0.21
50,000 09/18/2001 0.21
30,000 09/19/2001 0.21
25,000 10/02/2001 0.21
75,000 10/03/2001 0.21
10,000 10/05/2001 0.20
22,000 10/09/2001 0.21
20,000 10/19/2001 0.21
68,000 10/19/2001 0.21
700,000 11/30/2001 0.15
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.
There are no written contracts.
The above individuals, Michael D. Silberman, Mark Kucher and Kevin Dieball
have not entered into any written agreement but have verbally agreed to
vote their respective shares in uniformity with one another as to any issues
that may come before the stockholders of the company. Further are consulting
with one another regarding the issuer. The individuals completely agreed to
act as set forth as of January 4, 2002.
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 January 4, 2002
/S/ MICHAEL D. SILBERMAN
_____________________________________
Michael D. Silberman
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is
signed on behalf of a person by his authorized representative (other than
an executive officer or general partner of the filing person), evidence of
the representative's authority to sign on behalf of such person shall be
filed with the statement: provided,however, that a power of attorney for
this purpose which is already on file with the Commission may be incorporated
by reference. The name and any title of each person who signs the statement
shall be typed or printed beneath his signature.
Attention: Intentional misstatements or omissions of fact constitute Federal
criminal violations (See 18 U.S.C. 1001)
MARK D. KUCHER - CUSIP NO. 74833W-10-7
Item 1. Security and Issuer.
This Schedule 13D/A statement relates to shares of common stock, $.001
par value per share, of Quepasa.com, Inc., a Nevada corporation. The
Issuer's principal executive offices are located at 400 E. Van Buren,
Fourth Floor, Phoenix, Arizona.
Item 2. Identity and Background.
(a) Mark D. Kucher
(b) 1410-700 West Georgia St., Vancouver, British Columbia, Canada.
(c) Present Principal Occupation: Reporting Person is a financier and
financial consultant.
(d) During the last five years, the Reporting Person has not been convicted
in a criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) During the last five years, the Reporting Person has not 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) The Reporting Person is a citizen of Canada.
Item 3. Source and Amount of Funds or Other Considerations.
(a) Reporting Person Mark D. Kucher purchased shares of the issuer on the
open market beginning on December 27, 2000. Reporting Person became a 5%
stockholder on August 31, 2001. The equity ownership of the Reporting
Person in the issuer exceeded 10% on November 30, 2001.
(b) Reporting Person Mark D. Kucher made the various purchases listed in
Item 5 of this Schedule 13D for an aggregate amount of $279,606.29. The
source of the funds for these purchases were personal funds of Reporting
Person.
Item 4. Purposes of Transaction.
On September 7, 2001, Reporting Person Mark D. Kucher filed both an
initial and an amended Schedule 13D, and on December 4, 2001 he filed a
second amended Schedule 13D.
The Reporting Person Mark D. Kucher's purposes for the acquisition of the
Issuer securities may include, without limitation, plans or proposals such
as the following:
(1) dispositions of the Issuer securities through sales, transfers and other
means of disposing of the securities; (2) causing the sale or transfer of
assets of Issuer or any of its subsidiaries; (3) a change in the present
board of directors or management of Issuer; (4) change in the capitalization
or dividend policy of Issuer; (5) a change in Issuer's charter, bylaws or
other corporate documents and instruments; (6) causing a class of securities
of Issuer to be delisted or not traded on an exchange, system or association;
(7) a corporate transaction, such as a merger, reorganization or liquidation
involving Issuer or any of its subsidiaries;(8) a joint venture, partnership
or management arrangement impacting Issuer, or any of its subsidiaries and/or
affiliate entities or persons; (9) acquisitions of additional securities of
Issuer; (10) other changes in Issuer's business or corporate structure; and
(11) other actions similar to any of those listed above.
Reporting Person Mark D. Kucher intends to review his investment in the Issuer
on a continuing basis and depending on various factors, including the Issuer's
business, affairs and financial position, other developments concerning the
Issuer, the price level of the Issuer's Common Stock, conditions in the
securities markets and general economic and industry conditions, as well as
other investment opportunities available to him, may in the future take such
actions with respect to his investment in the Issuer as he deems appropriate
in light of the circumstances existing from time to time.
Item 5. Interest in Securities of the Issuer.
(a) Reporting Person Mark D. Kucher beneficially owns 2,386,243 shares of
common stock of Issuer, or approximately 13.90% of the outstanding shares of
Issuer's common stock.
(b) The Reporting Person Mark D. Kucher has sole power to vote all shares set
forth in Item 5(a), above.
(c) The following purchases were made on Nasdaq, on "Pink Sheets," and in
private transactions on the following dates:
Shares Purchased Date Purchased Purchase Price
5000 12/27/2000 0.125
587.5 12/28/2000 0.125
781.25 12/28/2000 0.15625
687.5 12/28/2000 0.125
812.5 12/28/2000 0.125
1000 12/28/2000 0.125
1562.5 12/28/2000 0.15625
8312.5 12/28/2000 0.16625
25 12/28/2000 0.125
31.25 12/28/2000 0.15625
125 12/28/2000 0.125
154.875 12/28/2000 0.125
212.5 12/28/2000 0.125
562.5 12/28/2000 0.15625
3281.25 12/26/2000 0.09375
4375 12/26/2000 0.125
93.75 12/29/2000 0.09375
93.75 12/29/2000 0.09375
112.5 12/29/2000 0.09375
187.5 12/29/2000 0.09375
281.25 12/29/2000 0.09375
281.25 12/29/2000 0.09375
468.75 12/29/2000 0.09375
468.75 12/29/2000 0.09375
468.75 12/29/2000 0.09375
468.75 12/29/2000 0.09375
899 12/28/2000 0.155
2455 01/25/2001 0.1
1250 01/25/2001 0.125
50,000 01/31/2001 0.14
5500 02/06/2001 0.11
1250 02/06/2001 0.125
3125 02/08/2001 0.125
3662.4 02/09/2001 0.12208
48577.53 02/09/2001 0.123234
660,541 08/31/2001 0.09
552,942 08/31/2001 0.10
728,571 11/31/2001 0.15
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.
There are no written contracts.
The above individuals, Michael D. Silberman, Mark Kucher and Kevin Dieball
have not entered into any written agreement but have verbally agreed to
vote their respective shares in uniformity with one another as to any issues
that may come before the stockholders of the company. Further, they are
consulting with one another regarding the issuer. The individuals
completely agreed to act as set forth as of January 4, 2002.
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 January 4, 2002
/S/ MARK D. KUCHER
_____________________________________
Mark D. Kucher
CUSIP NO. 74833W-10-7
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is
signed on behalf of a person by his authorized representative (other than
an executive officer or general partner of the filing person), evidence of
the representative's authority to sign on behalf of such person shall be
filed with the statement: provided, however, that a power of attorney for
this purpose which is already on file with the Commission may be
incorporated by reference. The name and any title of each person who signs
the statement shall be typed or printed beneath his signature.
Attention: Intentional misstatements or omissions of fact constitute
Federal criminal violations (See 18 U.S.C. 1001).
KEVIN DIEBALL - CUSIP NO. 74833W-10-7
Item 1. Security and Issuer.
This Schedule 13D/A statement relates to shares of common stock, $.001 par
value per share, of Quepasa.com, inc., a Nevada corporation. The Issuer's
principal executive offices are located at 400 E. Van Buren, Fourth Floor,
Phoenix, Arizona.
Item 2. Identity and Background.
(a) Kevin Dieball
(b) 11252 East Appaloosa, Scottsdale, Arizona 85259.
(c) Present Principal Occupation: Reporting Person is a retired business
professional.
(d) During the last five years, the Reporting Person has not been convicted
in a criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) During the last five years, the Reporting Person has not 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) The Reporting Person is a citizen of the United States.
Item 3. Source and Amount of Funds or Other Considerations.
(a) Reporting Person Kevin Dieball purchased shares of the issuer on the open
market beginning on December 11, 2001. Reporting Person is not a 5%
stockholder.
(b) Reporting Person Kevin Dieball made the various purchases listed in Item
5 of this Schedule 13D for an aggregate amount of $85,798.00. The source
of the funds for these purchases were personal funds of Reporting Person.
Item 4. Purposes of Transaction.
Reporting Person Kevin Dieball has not filed a previous Schedule 13D; however,
pursuant to SEC regulations, Reporting Person Kevin Dieball joins in the
filing of this amended Schedule 13D. Reporting Person Kevin Dieball's purposes
for joining in this filing, may include the following without limitation:
(1) dispositions of the Issuer securities through sales, transfers and other
means of disposing of the securities; (2) causing the sale or transfer of
assets of Issuer or any of its subsidiaries; (3) a change in the present board
of directors or management of Issuer; (4) change in the capitalization or
dividend policy of Issuer; (5) a change in Issuer's charter, bylaws or other
corporate documents and instruments; (6) causing a class of securities of
Issuer to be delisted or not traded on an exchange, system or association;
(7) a corporate transaction, such as a merger, reorganization or liquidation
involving Issuer or any of its subsidiaries; (8) a joint venture, partnership
or management arrangement impacting Issuer, or any of its subsidiaries
and/or affiliate entities or persons; (9) acquisitions of additional
securities of Issuer; (10) other changes in Issuer's business or corporate
structure; and (11) other actions similar to any of those listed above.
Item 5. Interest in Securities of the Issuer.
(a) Reporting Person Kevin Dieball beneficially owns 410,000 shares of common
stock of Issuer, or approximately 2.4% of the outstanding shares of
Issuer's common stock.
(b) Reporting Person Kevin Dieball has sole power to vote all shares set forth
in Item 5(a), above.
(c) The following purchases were made on Nasdaq, on "Pink Sheets," and in
private transactions on the following dates:
Shares Purchased Date Purchased Purchase Price
100,000 12/11/01 0.19
100,000 12/18/01 0.15
50,000 12/18/01 0.15
50,000 12/18/01 0.13
40,000 12/19/01 0.18
60,000 12/20/01 0.19
10,000 12/20/01 0.19
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer.
There are no written contracts.
The above individuals, Michael D. Silberman, Mark Kucher and Kevin Dieball
have not entered into any written agreement but have verbally agreed to
vote their respective shares in uniformity with one another as to any
issues that may come before the stockholders of the company. Further,
they are consulting with one another regarding the issuer. The
individuals completely agreed to act as set forth as of January 4,
2002.
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 January 4, 2002
/S/ KEVIN DIEBALL
_____________________________________
Kevin Dieball
CUSIP NO. 74833W-10-7
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is
signed on behalf of a person by his authorized representative (other than an
executive officer or general partner of the filing person), evidence of the
representative's authority to sign on behalf of such person shall be filed
with the statement: provided, however, that a power of attorney for this
purpose which is already on file with the Commission may be incorporated by
reference. The name and any title of each person who signs the statement
shall be typed or printed beneath his signature.
Attention: Intentional misstatements or omissions of fact constitute
Federal criminal violations (See 18 U.S.C. 1001).
AGREEMENT TO FILE STATEMENT 13D/A ON BEHALF OF ALL INDIVIDUALS NAMED
All of the following reporting persons and individuals hereby agree
to file this 13D/A statement jointly on behalf of each of them.
Date: January 4, 2002
Michael D. Silberman: /S/ MICHAEL D. SILBERMAN
________________________
Mark Kucher: /S/ MARK KUCHER
________________________
Kevin Dieball: /S/ KEVIN DIEBALL
________________________