SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. __________ )(1)
PACKETPORT.COM, INC.
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(Name of Issuer)
COMMON STOCK, $.003 PAR VALUE PER SHARE
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(Title of Class of Securities)
69521P109
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(CUSIP Number)
ROBERT H. FRIEDMAN, ESQ.
OLSHAN GRUNDMAN FROME ROSENZWEIG & WOLOSKY LLP
505 Park Avenue
New York, New York 10022
(212) 753-7200
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
November 26, 1999
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(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 Rule 13d-1(e), 13d-1(f) or 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 13d-7 for other
parties to whom copies are to be sent.
(Continued on following pages)
(Page 1 of 5 Pages)
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(1) 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 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. 69521P109 13D Page 2 of 5 Pages
________________________________________________________________________________
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
GUSTAVE T. DOTOLI (1)
________________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [_]
(b) [_]
________________________________________________________________________________
3 SEC USE ONLY
________________________________________________________________________________
4 SOURCE OF FUNDS*
PF
________________________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [_]
________________________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
________________________________________________________________________________
7 SOLE VOTING POWER
NUMBER OF 1,150,000 (2)
SHARES _________________________________________________________________
8 SHARED VOTING POWER
BENEFICIALLY
0
OWNED BY
_________________________________________________________________
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 1,150,000 (2)
PERSON _________________________________________________________________
10 SHARED DISPOSITIVE POWER
WITH
0
________________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,150,000 (2)
________________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[_]
________________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.18%
________________________________________________________________________________
14 TYPE OF REPORTING PERSON*
IN
________________________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
(1) Constitutes the initial filing of Gustave Dotoli.
(2) Consists of (a) 700,000 shares of Common Stock (b) 300,000 shares of Common
Stock issuable upon the exercise of options at $1.00 per share, (c) 75,000
shares of Common Stock issuable upon the exercise of options at $.50 per
share and (d) 75,000 shares of Common Stock issuable upon the exercise of
options at $.435 per share.
CUSIP No. 69521P109 13D Page 3 of 5 Pages
The following constitutes the Schedule 13D filed by the undersigned (the
"Schedule 13D").
Item 1. Security and Issuer.
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This Statement on Schedule 13-D ("Statement") is filed with respect to
the Common Stock, $.003 par value per share, of Packetport.com, Inc. (the
"Issuer"), whose principal executive offices are located at 587 Connecticut
Avenue, Norwalk, Connecticut 06854-0566. Such class of securities is
hereinafter referred to as "Common Stock."
Item 2. Identity and Background.
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Items 2(a), 2(b), 2(c) This Statement is filed by Gustave Dotoli who
resides at 245 Rutgers Place, Nutley, NJ 07110. Mr. Dotoli is employed by
the Issuer as the Chief Operating Officer and is a Director of the Issuer.
2(d), 2(e) During the past five years, Mr. Dotoli has not been (a)
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors) or (b) a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction as a result of which Mr.
Dotoli 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.
2(f) Mr. Dotoli is a United States citizen.
Item 3. Source and Amount of Funds or Other Consideration.
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The aggregate purchase price of the 700,000 shares of Common Stock
acquired by Mr. Dotoli is $91,000 and was paid for using personal funds.
The 450,000 options to purchase Common Stock were granted to Mr. Dotoli in
consideration for services rendered.
Item 4. Purpose of Transaction.
----------------------
The 700,000 shares of Common Stock were acquired for investment
purposes and depending on prevailing market prices and other factors, Mr.
Dotoli may exercise his options or he may sell some or all of the Common
Stock owned by him from time to time. Except as set forth above, Mr. Dotoli
does not have any current plans or proposals that relate to or would result
in any of the matters set forth in subparagraphs (a)-(j) of Item 4 of
Schedule 13D:
CUSIP No. 69521P109 13D Page 4 of 5 Pages
Item 5. Interest in Securities of the Issuer.
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(a) and (b) Mr. Dotoli beneficially owns an aggregate of 1,150,000
shares of Common Stock. Mr. Dotoli has the sole power to vote or direct the
vote and to dispose or direct the disposition of those shares directly and
beneficially owned thereby.
Mr. Dotoli acquired 700,000 shares of Common Stock at $.13 per share
on December 3, 1999.
On August 30, 2000, Mr. Dotoli acquired options to purchase 300,000
shares of Common Stock at an exercise price of $1.00 per option and
exercisable between August 30, 2000 through August 30, 2005.
On December 6, 2000, Mr. Dotoli acquired options to purchase 75,000
shares of Common Stock at an exercise price of $0.55 per option and
exercisable between December 6, 2000 through December 6, 2005.
On March 9, 2001, Mr. Dotoli acquired options to purchase 75,000
shares of Common Stock at an exercise price of $.4375 per option and
exercisable between March 9, 2001 through March 9, 2006.
Aggregated Mr. Dotoli beneficially own 1,150,000 shares.
5(c) There were no transactions in shares of Common Stock of the
Issuer by Mr. Dotoli effected during the past sixty days
5(d) No person other than Mr. Dotoli is known to have the right to
receive, or the power to direct the receipt of dividends from, or proceeds
from the sale of, such shares of the Common Stock.
Item 5(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships With
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Respect to Securities of the Issuer.
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None
Item 7. Materials to be Filed as Exhibits.
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CUSIP No. 69521P109 13D Page 5 of 5 Pages
SIGNATURES
After due inquiry and to the best of his knowledge and belief, each of the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
Dated: September 23, 2002
By: /s/ Gustave T. Dotoli
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Gustave T. Dotoli