YA Global Investments, et al. – ‘SC 13D’ on 12/10/02 re: Lite King Corp

On:  Tuesday, 12/10/02, at 2:24pm ET   ·   Accession #:  1144204-2-1537   ·   File #:  5-78622

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General Statement of Beneficial Ownership   —   Schedule 13D
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D      General Statement of Beneficial Ownership             11     35K 

Document Table of Contents

SC 13D
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 UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

SCHEDULE 13D

 UNDER THE SECURITIES EXCHANGE ACT OF 1934

 (AMENDMENT NO. ________)*

LiteKing Corporation
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(Name of Issuer)

Common Stock
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(Title of Class of Securities)

--------------------------------------------------------------------------------
(CUSIP Number)

Robert F. Personett, 175 Cortland Ave Morton, Illinois 61550 (718) 469-3132     
--------------------------------------------------------------------------------
 (Name, Address and Telephone Number of Person
 Authorized to Receive Notices and Communications)

 10/7/2002
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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   240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the     
following box. [   ]                                                            

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NOTE: Schedules filed in paper format shall include a signed original and five  
copies of the schedule, including all exhibits. See  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).                                                                         

CUSIP No                                                                        

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1.     Names of Reporting Persons. I.R.S. Identification Nos. of above
persons (entities only).                                                        
Cornell Capital Partners, LP                                

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    2.     Check the Appropriate Box if a Member of a Group (See Instructions)
X     (a)                                               
(b)                                         
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3.     SEC Use Only                                                   

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4.     Source of Funds (See Instructions) 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  Delaware                 

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Number of                                                                       
Shares                                                                          
Beneficially                                                                    
Owned by                                                                        
Each                                                                            
Reporting                                                                       
Person With        7.     Sole Voting Power 28,571,429                          

8.     Shared Voting Power                

9.     Sole Dispositive Power             

10.     Shared Dispositive Power            
--------------------------------------------------------------------------------

11.     Aggregate Amount Beneficially Owned by Each Reporting Person  

28,571,429                                            
--------------------------------------------------------------------------------

   12.     Check 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)            

78%                                                   
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14.     Type of Reporting Person (See Instructions)                   
OO                                                    

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1.     Names of Reporting Persons. I.R.S. Identification Nos. of above persons  
(entities only).                                                    
Mark A. Angelo                                                        

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2.     Check the Appropriate Box if a Member of a Group (See Instructions)      
X     (a)                                                         
(b)                                                   

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3.     SEC Use Only                                                             

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4.     Source of Funds (See Instructions) 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  Delaware                           

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Number of                                                                       
Shares                                                                          
Beneficially                                                                    
Owned by                                                                        
Each                                                                            
Reporting                                                                       
Person With                                                                     
7.     Sole Voting Power 28,657,829                                   

8.     Shared Voting Power                                            

9.     Sole Dispositive Power                                         

10.     Shared Dispositive Power                                      
--------------------------------------------------------------------------------

11.     Aggregate Amount Beneficially Owned by Each Reporting Person            
28,657,829                                                                      

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12.     Check 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)                      
78%                                                             

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Type of Reporting Person (See Instructions)                           
14.     OO                                                                      

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CUSIP No                                                                        

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1.     Names of Reporting Persons. I.R.S. Identification Nos. of above
persons (entities only).                                                        
Yorkville Advisors, LLC                                     
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    2.     Check the Appropriate Box if a Member of a Group (See Instructions)
X     (a)                                               
(b)                                         

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3.     SEC Use Only                                                   

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4.     Source of Funds (See Instructions) 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  Delaware                 
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Number of                                                                       
Shares                                                                          
Beneficially                                                                    
Owned by                                                                        
Each                                                                            
Reporting                                                                       
Person With                                                                     
7.     Sole Voting Power 28,571,429                                   

8.     Shared Voting Power                                            

9.     Sole Dispositive Power                                         

10.     Shared Dispositive Power                                      

--------------------------------------------------------------------------------

11.     Aggregate Amount Beneficially Owned by Each Reporting Person  
28,571,429                                                                      

--------------------------------------------------------------------------------

   12.     Check 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)            
78%                                                                             

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14.   Type of Reporting Person (See Instructions)                     
OO                                                    

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INSTRUCTIONS FOR COVER PAGE                                                     

(1)     Names and I.R.S. Identification Numbers of Reporting Persons - Furnish  
the full legal name of each person for whom the report is filed - i.e., each    
person required to sign the schedule itself - including each member of a group. 
Do not include the name of a person required to be identified in the report but 
who is not a reporting person. Reporting persons that are entities are also     
requested to furnish their I.R.S. identification numbers, although disclosure of
such numbers is voluntary, not mandatory (see "SPECIAL INSTRUCTIONS FOR         
COMPLYING WITH SCHEDULE 13D" below).                                            

(2)     If any of the shares beneficially owned by a reporting person are held  
as a member of a group and the membership is expressly affirmed, please check   
row 2(a). If the reporting person disclaims membership in a group or describes a
relationship with other persons but does not affirm the existence of a group,   
please check row 2(b) [unless it is a joint filing pursuant to Rule 13d-1(k)(1) 
in which case it may not be necessary to check row 2(b)].                       

(3)     The 3rd row is for SEC internal use; please leave blank.                

(4)     Classify the source of funds or other consideration used or to be used  
in making purchases as required to be disclosed pursuant to Item 3 of Schedule  
13D and insert the appropriate symbol (or symbols if more than one is necessary)
in row (4):                                                                     

Category of Source                              Symbol    
Subject Company (Company whose securities                 
are being acquired)                                SC     
Bank                                               BK     
Affiliate (of reporting person)                    AF     
Working Capital (of reporting person)              WC     
Personal Funds (of reporting person)               PF     
Other                                              OO     

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(5)     If disclosure of legal proceedings or actions is required pursuant to   
either Items 2(d) or 2(e) of Schedule 13D, row 5 should be checked.             

(6)     Citizenship or Place of Organization - Furnish citizenship if the named 
reporting person is a natural person. Otherwise, furnish place of organization. 
(See Item 2 of Schedule 13D.)                                                   

(7)-(11), (13)     Aggregate Amount Beneficially Owned by Each Reporting Person,
etc. - Rows (7) through (11) inclusive, and (13) are to be completed in         
accordance with the provisions of Item 5 of Schedule 13D. All percentages are to
be rounded off to nearest tenth (one place after decimal point).                

(12)     Check if the aggregate amount reported as beneficially owned in row    
(11) does not include shares which the reporting person discloses in the report 
but as to which beneficial ownership is disclaimed pursuant to Rule 13d4 [17 CFR
240.13d-4] under the Securities Exchange Act of 1934.                           

(14)     Type of Reporting Person - Please classify each "reporting person"     
according to the following breakdown and place the appropriate symbol (or       
symbols, i.e., if more than one is applicable, insert all applicable symbols) on
the form:                                                                       
             Category             Symbol
           Broker-Dealer          BD
           Bank                   BK
           Insurance Company      IC
           Investment Company     IV
           Investment Adviser     IA
        Employee Benefit Plan,
        Pension Fund, or
              Endowment Fund      EP
           Parent Holding Company HC
           Corporation            CO
           Partnership            PN
           Individual             IN
           Other                  OO

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Notes:                                                                          

Attach  as  many  copies of the second part of the cover page as are needed, one
reporting  person  per  page.                                                   

Filing  persons  may, in order to avoid unnecessary duplication, answer items on
the schedules (Schedule 13D, 13G or 14D-1) by appropriate cross references to an
item  or  items  on  the cover page(s). This approach may only be used where the
cover  page  item  or  items provide all the disclosure required by the schedule
item. Moreover, such a use of a cover page item will result in the item becoming
a  part of the schedule and accordingly being considered as "filed" for purposes
of  Section  18  of  the  Securities  Exchange  Act  or otherwise subject to the
liabilities  of  that  section  of  the  Act.                                   

Reporting persons may comply with their cover page filing requirements by filing
either  completed  copies  of  the  blank  forms  available from the Commission,
printed  or  typed  facsimiles,  or  computer  printed  facsimiles, provided the
documents  filed  have  identical  formats  to  the  forms  prescribed  in  the 
Commission's  regulations  and meet existing Securities Exchange Act rules as to
such  matters  as  clarity  and  size  (Securities  Exchange  Act  Rule  12b12).

SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 13D

Under Sections 13(d) and 23 of the Securities Exchange Act of 1934 and the rules
and regulations thereunder, the Commission is authorized to solicit the         
information required to be supplied by this schedule by certain security holders
of certain issuers.                                                             

Disclosure of the information specified in this schedule is mandatory, except   
for I.R.S. identification numbers, disclosure of which is voluntary. The        
information will be used for the primary purpose of determining and disclosing  
the holdings of certain beneficial owners of certain equity securities. This    
statement will be made a matter of public record. Therefore, any information    
given will be available for inspection by any member of the public.             
Because of the public nature of the information, the Commission can utilize it  
for a variety of purposes, including referral to other governmental authorities 
or securities self-regulatory organizations for investigatory purposes or in    
connection with litigation involving the Federal securities laws or other civil,
criminal or regulatory statutes or provisions. I.R.S. identification numbers, if
furnished, will assist the Commission in identifying security holders and,      
therefore, in promptly processing statements of beneficial ownership of         
securities.                                                                     

Failure to disclose the information requested by this schedule, except for      
I.R.S. identification numbers, may result in civil or criminal action against   
the persons involved for violation of the Federal securities laws and rules     
promulgated thereunder.                                                         

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GENERAL INSTRUCTIONS

A.     The item numbers and captions of the items shall be included but the text
of the items is to be omitted. The answers to the items shall be so prepared as 
to indicate clearly the coverage of the items without referring to the text of  
the items. Answer every item. If an item is inapplicable or the answer is in the
negative, so state.                                                             

B.     Information contained in exhibits to the statements may be incorporated  
by reference in answer or partial answer to any item or sub-item of the         
statement unless it would render such answer misleading, incomplete, unclear or 
confusing. Material incorporated by reference shall be clearly identified in the
reference by page, paragraph, caption or otherwise. An express statement that   
the specified matter is incorporated by reference shall be made at the          
particular place in the statement where the information is required. A copy of  
any information or a copy of the pertinent pages of a document containing such  
information which is incorporated by reference shall be submitted with this     
statement as an exhibit and shall be deemed to be filed with the Commission for 
all purposes of the Act.                                                        

C.     If the statement is filed by a general or limited partnership, syndicate,
or other group, the information called for by Items 2-6, inclusive, shall be    
given with respect to (i) each partner of such general partnership; (ii) each   
partner who is denominated as a general partner or who functions as a general   
partner of such limited partnership; (iii) each member of such syndicate or     
group; and (iv) each person controlling such partner or member. If the statement
is filed by a corporation or if a person referred to in (i), (ii), (iii) or (iv)
of this Instruction is a corporation, the information called for by the above   
mentioned items shall be given with respect to (a) each executive officer and   
director of such corporation; (b) each person controlling such corporation; and 
(c) each executive officer and director of any corporation or other person      
ultimately in control of such corporation.                                      

ITEM 1.     Security and Issuer                                                 

Common Stock                                                                    

LiteKing Corporation                                                            

75 Cortland Ave Morton, Illinois 61550                                          

ITEM 2.     Identity and Background                                             

(a)     Cornell Capital Partners, LP                                  
(b)     101 Hudson Street - Suite 3606 Jersey City, NJ 07302          
(c)     Private Equity Fund                                           
(d)     No.                                                           
(e)     No.                                                           
(f)     Delaware Limited Partnership                                  

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ITEM 3.     Source and Amount of Funds or Other Consideration                   

Issued Upon conversion of a convertible Debenture purchased by Cornell Capital  
Partners, LP                                                                    

ITEM 4.     Purpose of Transaction                                              

State the purpose or purposes of the acquisition of securities of the issuer.   
Describe any plans or proposals which the reporting persons may have which      
relate to or would result in:                                                   

(a)     None.                                                         
     (b)  Cornell  Capital  Partners,  LP  intends  have the issuer merge with a
private  company.                                                               
(c)     None at this time.                                            
   (d)     Cornell Capital Partners, LP intends to replace the present board
of directors and appoint 6 new directors                                        
(e)     None at this time.                                            
 (f)     Cornell Capital Partners, LP intends to increase the authorized
number of shares of the issuer and have the Issuer merge with a private company.
We have not yet selected a private company to merge with the Issuer             
(g)     None at this time                                             
(h)     None.                                                         
(i)     None.                                                         
(j)     None.                                                         

ITEM 5.     Interest in Securities of the Issuer                                

(a)     28,571,429 or 78% of the issuers total number of shares       
outstanding.                                                                    
(b)     28,571,429.                                                   

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(c)                                                                   

          1)  A) Cornell Capital Partners, LP  B) 8/19/02  C) 625,000 shares  D)
price per share of $0.04  E) conversion of debenture.                           
       2)  A) Cornell Capital Partners, LP B) 8/21/02 C) 806,451 shares D)
price per share of $0.031 E) conversion of debenture.                           
      3)  A) Cornell Capital Partners, LP B) 9/5/02 C) 518,135 shares D)
price per share of $0.0193 E) conversion of debenture.                          
         4)  A) Cornell Capital Partners, LP B) 9/10/02 C) 1,875,000 shares D)
price per share of $0.008 E) conversion of debenture.                           
         5)  A) Cornell Capital Partners, LP B) 9/20/02 C) 1,666,667 shares D)
price per share of $0.003 E) conversion of debenture.                           
         6)  A) Cornell Capital Partners, LP B) 9/25/02 C) 1,953,125 shares D)
price per share of $0.00256 E) conversion of debenture.                         
         7)  A) Cornell Capital Partners, LP B) 10/3/02 C) 2,173,913 shares E)
price per share of $0.0023 F) conversion of debenture.                          
        8)  A) Cornell Capital Partners, LP B) 10/7//02 C) 28,571,429 shares
D) price per share of $0.0021 E) conversion of debenture.                       

(d)     None.                                                         
Not applicable.                                       
    (e)     Instruction. For computations regarding securities which represent
a right to acquire an underlying security, see Rule 13d-3(d)(1) and the note    
thereto.                                                                        

ITEM 6.     Contracts, Arrangements, Understandings or Relationships with       
Respect to Securities of the Issuer                                             

Securities Purchase Agreement with the Issuer, Registration Rights Agreement    
with the Issuer, Equity Line of Credit Agreement with the Issuer, Registration  
Rights Agreement with the Issuer, and Placement Agent Agreement.                

ITEM 7.     Material to Be Filed as Exhibits                                    

The following shall be filed as exhibits: copies of written agreements relating 
to the filing of joint acquisition statements as required by  240.13d-1(k) and  
copies of all written agreements, contracts, arrangements, understandings, plans
or proposals relating to: (1) the borrowing of funds to finance the acquisition 
as disclosed in Item 3; (2) the acquisition of issuer control, liquidation, sale
of assets, merger, or change in business or corporate structure or any other    
matter as disclosed in Item 4; and (3) the transfer or voting of the securities,
finder's fees, joint ventures, options, puts, calls, guarantees of loans,       
guarantees against loss or of profit, or the giving or withholding of any proxy 
as disclosed in Item 6.                                                         

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 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. 

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Date                                                                            

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Signature                                                                       

Mark A. Angelo/Portfolio Manager                                                
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Name/Title                                                                      

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)

Dates Referenced Herein   and   Documents Incorporated by Reference

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Filed on:		12/10/02							SC 13D
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