UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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)
AMPLIDYNE, INC.
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(Name of Issuer)
Common Stock, $.0001 par value
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(Title of Class of Securities)
032103103
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(CUSIP Number)
Michael H. Freedman, Esq.
Law Offices of Michael H. Freedman, PLLC
189 West 89th Street
New York, New York 10024
(212) 724-4597
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
June 30, 2005
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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.
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CUSIP NO. 032103103
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1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
GRQ Consultants, Inc. 401K Plan
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)[ ] (b)[X]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
WC
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [ ]
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6 CITIZENSHIP OR PLACE OR ORGANIZATION
FLORIDA
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---------------- --------- -----------------------------------------------------
7 SOLE VOTING POWER
1,200,000
Number of --------- -----------------------------------------------------
Shares 8 SHARED VOTING POWER
Beneficially -0-
Owned by Each --------- -----------------------------------------------------
Reporting 9 SOLE DISPOSITIVE POWER
Person With 1,200,000
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10 SHARED DISPOSITIVE POWER
-0-
---------------- --------- -----------------------------------------------------
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,200,000
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ ]
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
6.7%
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TYPE OF REPORTING PERSON*
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EP
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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CUSIP NO. 032103103
Item 1. Security and Issuer.
This Statement on Schedule 13D (this "Statement"), filed on behalf of
GRQ Consultants, Inc. 401K Plan, relates to the common stock, par value $.0001
per share, of Amplidyne Inc., a Delaware corporation (the "Issuer"), and is
being filed pursuant to Rule 13d-1 under the Securities Exchange Act of 1934
(the "Exchange Act"). The address of the principal executive office of the
Issuer is 59 LaGrange Street, Raritan, New Jersey 08869.
Item 2. Identity and Background.
(a) This Statement is filed on behalf of GRQ Consultants, Inc. 401K Plan
("GRQ"), sometimes referred to herein as the "Reporting Person".
(b)-(c) The principal business/occupation of GRQ is an employee benefit
plan for the benefit of the employees of GRQ Consultants, Inc., a Florida
private equity financing company. Barry Honig is a control person and sole
Trustee of GRQ. By virtue of his position, Barry Honig has the sole power to
vote and dispose of the Issuer's shares owned by GRQ. The principal business
address of GRQ is 595 S. Federal Highway, Suite 600, Boca Raton, FL 33432.
(d) None of the persons named in Item 2(b) (c) has, during the last five
years, been convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors).
(e) None of the persons named in Item 2(b) (c) has, during the last five
years, been 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) Barry Honig is a citizen of the United States of America.
Item 3. Source and Amount of Funds or Other Consideration.
On June 30, 2005, GRQ purchased 1,200,000 shares of the Issuer's common
stock (the "Shares") at $.03 per share for a total purchase price of $36,000.
The Shares were acquired with working capital.
Item 4. Purpose of Transaction.
The Reporting Person has acquired the Shares for investment purposes.
The Reporting Person does not have any plans or proposals, other than those
described in this Item 4, which relate to or would result in any of the actions
or transactions specified in clauses (a) through (j) of Item 4 of Schedule 13D.
The Reporting Person may from time to time discuss among itself and with other
persons market conditions and other factors concerning its investment in the
Issuer, as well as specific actions that might be taken in light of prevailing
circumstances with respect to such interests. The Reporting Person reserves
the right from time to time to acquire or dispose of the Shares.
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CUSIP NO. 032103103
Item 5. Interest in Securities of the Issuer.
(a)-(b) The aggregate percentage of Shares reported owned by each person
named in Item 2(b) (c) is based upon 17,788,267 shares of Shares outstanding.
As of the close of business on August 11, 2005, GRQ beneficially owned the
Shares, constituting approximately 6.7% of the Issuer's outstanding common
stock. Barry Honig may be deemed to beneficially own the Shares owned directly
by GRQ by virtue of his direct authority to vote and dispose of such Shares.
Barry Honig disclaims beneficial ownership of the Shares owned by GRQ except to
the extent of his equity interest in GRQ.
(c) Schedule A annexed hereto lists all transactions in the Issuer's shares
during the last sixty days by the persons named in Item 2(b) (c).
(d) No person other than the persons named in Item 2(b) (c) is known to
have the right to receive, or the power to direct the receipt of dividends
from, or proceeds from the sale of, the Shares that are the subject of this
filing on Schedule 13D.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect
to Securities of the Issuer.
Not applicable.
Item 7. Material to be Filed as Exhibits.
Not applicable.
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CUSIP NO. 032103103
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: August 17, 2005 GRQ CONSULTANTS, INC. 401K PLAN
By: /s/ Barry Honig
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Barry Honig, Trustee
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CUSIP NO. 032103103
SCHEDULE A
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Transactions During the Past 60 Days
Shares of Common Price Per Date of
Stock Purchased/(Sold) Share ($) Purchase/(Sale)
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GRQ CONSULTANTS, INC. 401K PLAN
1,200,000 .03 6/30/05
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