SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 10)
VendingData Corporation
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(Name of Issuer)
Common Stock, $0.001 par value
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(Title of Class of Securities)
92261Q 10 3
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(CUSIP Number)
Stacie L. Brown, 6830 Spencer Street, Las Vegas, NV 89119,
Telephone 702-733-7195
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(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
August 13, 2002 and December 31, 2002
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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 ss. 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 ss.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).
SCHEDULE 13D
CUSIP NO. 92261Q 10 3 PAGE 2 OF 4 PAGES
1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Bob L. Smith
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS (See Instructions)
PF, OO
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5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e)
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
Nevada
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NUMBER OF 7 SOLE VOTING POWER
SHARES 880,051 shares
BENEFICIALLY ------------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH 1,462,159 shares
REPORTING ------------------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH 880,051 shares
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10 SHARED DISPOSITIVE POWER
1,462,159 shares
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,342,210 shares
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(See Instructions)
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.05%
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14 TYPE OF REPORTING PERSON (See Instructions)
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
This Amendment No. 10 to Schedule 13D (this "Amendment") amends the
Schedule 13D dated April 23, 1999, the Amendment No. 1 dated September 22, 1999,
the Amendment No. 2 dated March 22, 2000, the Amendment No. 3 dated May 31,
2000, the Amendment No. 4 dated July 22, 2000, the Amendment No. 5 dated July
22, 2000, the Amendment No. 6 dated January 1, 2001, the Amendment No. 7 dated
February 1, 2001, the Amendment No. 8 dated August 13, 2001, and the Amendment
No. 9 dated August 13, 2001 and January 1, 2002, (together, the "Schedule 13D")
with respect to the beneficial ownership by Bob L. Smith, an individual, of the
common stock, $.001 par value ("Common Stock"), of VendingData Corporation, a
Nevada Corporation (the "Company"). Except as specifically provided herein, this
Amendment does not modify any of the information previously reported on the
Schedule 13D, as amended.
Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
See response to Item 4, "Purpose of the Transaction."
ITEM 4. PURPOSE OF TRANSACTION
The filing of this Amendment No. 10 to Schedule 13D is a result of the
August 13, 2002 expiration of 50,000 warrants issued to VIP's Industries, Inc.
("VIP's"), an entity controlled by Mr. Smith. The filing of this Amendment No.
10 to Schedule 13D is also a result of VIP's and I.C.D., Inc. ("I.C.D."), an
entity solely controlled by Mr. Smith, each entering into an agreement with the
Company, as described herein. VIP's and the Company entered into a December 31,
2002 Subscription Agreement (the "VIP's Subscription") pursuant to which the
Company issued to VIP's a 9.5% Convertible Note dated December 31, 2002 (the
"VIP's Note") in the amount of Forty-Nine Thousand Nine Hundred Ninety-Nine and
95/100 Dollars ($49,999.95), which VIP's may elect to convert into One Hundred
Forty-Two Thousand Eight Hundred Fifty-Seven (142,857) shares of Common Stock at
a conversion price of $0.35 per share. In connection with the VIP's Subscription
and the VIP's Note, the Company also issued to VIP's a Warrant to Purchase
Shares of Common Stock for Twelve Thousand Five Hundred (12,500) shares of
Common Stock (the "VIP's Warrant"). VIP's may elect to exercise the VIP's
Warrant at a price of $0.35 per share. The VIP's Note cancelled and replaced
short-term, non-convertible notes that the Company had previously issued to
VIP's.
I.C.D. and the Company entered into a December 31, 2002 Subscription
Agreement (the "I.C.D. Subscription") pursuant to which the Company issued to
I.C.D. a 9.5% Convertible Note dated December 31, 2002 (the "I.C.D. Note") in
the amount of Ninety-Nine Thousand Nine Hundred Ninety-Nine and 90/100 Dollars
($99,999.90), which I.C.D. may elect to convert into Two Hundred Eighty-Five
Thousand, Seven Hundred Fourteen (285,714) shares of Common Stock at a
conversion price of $0.35 per share. In connection with the I.C.D. Subscription
and the I.C.D. Note, the Company also issued to I.C.D. a Warrant to Purchase
Shares of Common Stock for Twenty-Five Thousand (25,000) shares of Common Stock
(the "I.C.D. Warrant"). I.C.D. may elect to exercise the I.C.D. Warrant at a
price of $0.35 per share. The I.C.D. Note cancelled and replaced short-term,
non-convertible notes that the Company had previously issued to I.C.D.
VIP's and I.C.D. have purchased these shares for investment purposes.
Mr. Smith, VIP's and I.C.D. do not have any present plans or proposals with
respect to the Common Stock.
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ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
a-b. AGGREGATE BENEFICIAL OWNERSHIP.
PRESENTLY OWNED PERCENTAGE
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Sole Voting Power 880,051 2.30%
Shared Voting Power 1,462,159 3.78%
Sole Dispositive Power 880,051 2.30%
Shared Dispositive Power 1,462,159 3.78%
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Total Beneficial Ownership 2,342,210 6.05%
The sole voting and dispositive power of Mr. Smith consists of 820,051
shares of the Company's common stock issued directly to Mr. Smith, 55,000 shares
issuable to Mr. Smith upon exercise of certain stock options and 5,000 shares
issuable to Mr. Smith upon exercise of options granted pursuant to the Company's
1999 Directors' Stock Option Plan.
The shared voting and dispositive power of Mr. Smith consists of
995,088 shares of the Company's common stock issued to VIP's, 1,000 shares
issued jointly to Mr. Smith and his daughter, 142,857 shares issuable to VIP's
upon the conversion of a certain convertible note, 12,500 shares issuable to
VIP's upon the exercise of certain warrants, 285,714 shares issuable to I.C.D.
upon the conversion of a certain convertible note, and 25,000 shares issuable to
I.C.D. upon the exercise of certain warrants.
The percentages reflect the percentage share ownership with respect to
38,129,072 shares, the shares of the Company's common stock outstanding as of
December 31, 2002.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
Not applicable.
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.
BOB L. SMITH,
an individual
Dated: December 31, 2002 By: /s/ Stacie L. Brown
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Stacie L. Brown, Attorney-in-Fact for
Bob L. Smith, an individual
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