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Gundaker/Jordan American Holdings Inc – ‘PRE 14A’ for 12/31/02

On: Friday, 8/8/03, at 10:15am ET · For: 12/31/02 · Accession #: 1234034-3-8 · File #: 0-18974

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 8/08/03  Gundaker/Jordan American Hol… Inc PRE 14A    12/31/02    1:26K                                    Membrado & Monte… LLP/FA

Preliminary Proxy Solicitation Material — Schedule 14A
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: PRE 14A     Preliminaryproxy                                      10±    46K

Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) A.J. Elko Management
1	1st Page - Filing Submission
4	Management
5	A.J. Elko

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

SCHEDULE 14A INFORMATION

PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES
EXCHANGE ACT OF 1934

Filed by the Registrant [X]
Filed by a Party other than the Registrant [ ]

Check the appropriate box:
[X] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as permitted by
Rule 14a-6(e)(2))
[ ] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Rule 14a-12

JORDAN AMERICAN HOLDINGS, INC.
(Name of Registrant as Specified In Its Charter)

Payment of Filing Fee (Check the appropriate box):
[X] No fee required.
[ ] Fee computed on table below per Exchange Act Rule 14a-6(i)(1) and 0-11.

(1) Title of each class of securities to which transaction applies:

----------------------------------------------------------------------
(2) Aggregate number of securities to which transaction applies:

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(3) Per unit price or other underlying value of the transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing
fee is calculated and state how it was determined):

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(4) Proposed maximum aggregate value of transaction:

----------------------------------------------------------------------
(5) Total fee paid:

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

[ ] Fee paid previously with preliminary materials.
[ ] Check box if any part of the fee is offset as provided by Exchange Act Rule
0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number,
or the Form or Schedule and the date of its filing.

(1) Amount Previously Paid:

----------------------------------------------------------------------
(2) Form, Schedule or Registration Statement No.:

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(3) Filing Party:

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(4) Date Filed:

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JORDAN AMERICAN HOLDINGS, INC.
2155 RESORT DRIVE, SUITE 108
STEAMBOAT SPRINGS, CO 80487
(970) 879-1189

________________________________________

NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
September ___, 2003
________________________________________

NOTICE IS HEREBY GIVEN that the Annual Meeting of Shareholders of Jordan
American Holdings, Inc., a Florida corporation (the "Company"), will be held on
September___, 2003 at _____ P.M., Eastern Daylight Time, at 10:00 a.m. (EST),
for the following purposes, all of which are set forth more completely in the
accompanying proxy statement:

1. To elect a total of two persons to the Board of Directors, one
for a two year term and one for a three-year term;

2. To amend the Company's Articles of Incorporation to change the name
of the Company to "Gundaker/Jordan American Holdings, Inc.";

3. To amend our Articles of Incorporation to increase our authorized
number of shares of Common Stock from 20,000,000 to 20,000,000,000;

4. To ratify the selection of Spicer, Jeffries & Co. as the
Company's independent auditor; and

5. To transact such other business as may properly come before the
meeting.

Pursuant to the Company's Bylaws, the Board of Directors has fixed the close of
business on July 17, 2003, as the record date for the determination of
shareholders entitled to notice of and to vote at the Annual Meeting.

A form of proxy and the annual report of the company, including its form 10-KSB
for the year ended December 31, 2002, are enclosed. It is important that proxies
be returned promptly. Therefore, whether or not you plan to be present in person
at the annual meeting, please sign and date the enclosed proxy and return it in
the enclosed envelope, which does not require postage if mailed in the United
States.

BY ORDER OF THE BOARD OF DIRECTORS

W. Neal Jordan, Chairman of the Board
Steamboat Springs, Colorado
_______ , 2003

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JORDAN AMERICAN HOLDINGS, INC.
2155 RESORT DRIVE, SUITE 108
STEAMBOAT SPRINGS, CO 80487

________________________

PROXY STATEMENT

________________________

The enclosed proxy is solicited by the Board of Directors of Jordan
American Holdings, Inc., a Florida corporation (the "Company" or "JAHI"), for
use at the Annual Meeting of Shareholders to be held on September ___,
2003, at 10:00 a.m., Eastern Daylight Time, at _________________ (the
"Meeting"). The approximate date on which this statement and the enclosed proxy
will first be sent to Shareholders is _________, 2003. The form of proxy
provides a space for you to withhold your vote for any proposal. You are urged
to indicate your vote on each matter in the space provided. If no space is
marked, then the proxy will be voted by the persons therein named at the
meeting: 1) for the election of two Directors to serve varying terms as
specified elsewhere herein; 2) in favor of the proposal to amend the Company's
Articles of Incorporation to change the name of the Company; 3) in favor of
the proposal to amend the Company's Articles of Incorporation to increase the
number of authorized shares of Common Stock; 4) for the ratification of the
selection of the Company's independent auditors; and 5) in their
discretion, upon such other business as may properly come before the
meeting. Whether or not you plan to attend the meeting, please fill in, sign
and return your proxy card in the enclosed envelope. The cost of proxy
solicitation by the Board of Directors will be borne by the Company.

At the record date for the meeting, the close of business on July 17, 2003,
the Company had 14,217,266 shares outstanding of $.001 par value common stock
(the "Common Stock") and 2,000,000 shares of 2000 variable rate
convertible cumulative preferred stock (the "Preferred Stock"). Each share of
Common Stock entitles the holder thereof on the record date to one vote on
each matter submitted to a vote of Shareholders. The Preferred Stock is
non-voting.

Only holders of the Common Stock of record at the close of business on
July 17, 2003, are entitled to notice of and to vote at the Meeting. If
there are not sufficient votes for approval of any of the matters to be
voted upon at the Meeting, then the Meeting may be adjourned in order
to permit further solicitation of proxies. The quorum necessary to conduct
business at the Meeting consists of a majority of the outstanding shares of
Common Stock. The election of Directors will be by a plurality of votes cast,
either in person or by proxy, at the Meeting. The approval of the other
proposals covered by this Proxy Statement, will require an affirmative vote of
the holders of a majority of the shares of Common Stock of the Company
voting in person or by proxy at the Meeting. W. Neal Jordan controls a majority
of the outstanding Common Stock and, therefore, can determine the outcome of all
matters being voted on at this meeting.

A STOCKHOLDER WHO SUBMITS A PROXY ON THE ACCOMPANYING FORM HAS THE POWER
TO REVOKE IT AT ANY TIME PRIOR TO ITS USE BY DELIVERING A WRITTEN NOTICE TO
THE SECRETARY OF THE COMPANY, BY EXECUTING A LATER-DATED PROXY, OR BY ATTENDING
THE MEETING AND VOTING IN PERSON. UNLESS AUTHORITY IS WITHHELD, PROXIES THAT
ARE PROPERLY EXECUTED WILL BE VOTED FOR THE PURPOSES SET FORTH THEREON.

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MANAGEMENT

Our directors, director nominees, and executive officer and their ages as of
August 8, 2003 are as follows:

NAME AGE POSITION
---- --- --------

W. Neal Jordan 63 Chairman of the Board, Chief Executive Officer,
President, Chief Financial Officer, Chief Investment
Officer, Secretary and Director

Gordan Gundaker 69 Director Nominee
________________________

W. NEAL JORDAN has been a Director of the Company since April 1993; and
served as the Chairman of the Board of the Company from August 1, 1995 through
June 1, 2001; as Chief Executive Officer of the Company from July 1999 through
June 1, 2001, and from August 1995 until October 1997; and as Chief Investment
Officer of the Company from October 1997 through June 1, 2001. In November
2002, the Mr. Jordan was appointed as the Company's Chief Executive Officer,
President, Chief Investment Officer, Chief Financial Officer, and Secretary.
Mr. Jordan was President of New EAM from its formation in November 2000 through
June 4, 2001. He had served as the President, Chief Executive Officer and
Portfolio Manager of Equity Assets Management, Inc., a Florida corporation ("Old
EAM"), from Old EAM's inception in 1972 until its merger into the Company in
1991. He was President of IFNI, which he founded in 1986, through June 4, 2001.

GORDON GUNDAKER Gordon Gundaker currently serves as the President and Chief
Executive Officer of Coldwell Banker Gundaker, a real estate brokerage firm with
over 3,200 licensed associates and 160 employees working in 38 sales offices
throughout the metropolitan St. Louis, Missouri area. Mr. Gundaker founded
Gundaker Realtors in 1968 and oversaw its growth from a single office to one of
the largest independently-owned residential real estate companies in the United
States. In September 2001, NRT, Inc., purchased Gundaker Realtors and merged it
with its local St. Louis Company, Coldwell Banker Residential Brokerage.
Coldwell Banker Gundaker was responsible for over $6 billion in sales volume
during 2001. Mr. Gundaker is also involved in numerous charitable and civic
projects. He has served on the board of directors of the Kilo Foundation, Boy's
Hope/Girl's Hope, the Cerebral Palsy Auction and the MS Society.

MEETINGS OF THE BOARD OF DIRECTORS AND ITS COMMITTEES

During fiscal 2002, there were a total of two regular and one special Board
meetings held. The Board does not currently have a standing audit,
nominating or compensation committee or any other committee performing a
similar function.

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COMPLIANCE WITH SECTION 16(A)

Section 16(a) of the Exchange Act requires the Company's directors and executive
officers, and persons who own more than ten percent of a registered class of the
Company's equity securities, to file with the Commission initial reports of
ownership and reports of changes in ownership of the Company's Common Stock and
other equity securities of the Company. Officers, directors and greater than ten
percent shareholders are required by the Commission's regulations to furnish the
Company with copies of all Section 16(a) forms they filed. Based solely upon
a review of Forms 3 and 4 and amendments thereto furnished to the Company during
2001 and Forms 5, if any with respect to that year, the Company has determined
that all required filings were made in a timely manner.

EXECUTIVE COMPENSATION

The following table sets forth the total compensation paid to the Company's
former chief executive officer during the last three completed fiscal years and
to the Company's current chief executive officer. A.J. Elko served as the
Company's chief executive officer until his resignation in September 2002 and
W. Neal Jordan has served as the Company's Chief Executive Officer, President,
Chief Investment Officer, Chief Financial Officer, and Secretary since November
2002. Mr. Jordan was the Company's sole executive officer at the end of 2002.

SUMMARY COMPENSATION TABLE

[Enlarge/Download Table]

LONG TERM
ANNUAL COMPENSATION COMPENSATION
----------------------------------------- SECURITIES
OTHER ANNUAL UNDERLYING
NAME AND PRINCIPAL POSITION YEAR SALARY BONUS COMPENSATION (1) OPTIONS (#)
------------------------------------------- ------------ ----------- -------- ----------------- -----------

W. Neal Jordan,
Chairman of the Board, President, Chief
Executive Officer, Chief Financial Officer,
Chief Investment Officer and Secretary. . . 2002 -0- -0- -0- -0-
2001 $ 167,500 -0- -0- 12,500
2000 $ 182,500 $108,950 -0- 12.500

A.J. Elko
Former Director, President, Chief
Executive Officer, Chief Operating Officer
and Secretary . . . . . . . . . . . . . . . 2002 $ 106,041 -0- -0- -0-
2001 $ 120,000 -0- -0- 13,750
2000 $ 112,500 -0- $ 4,000 12,500

_____________________
(1) The table does not include amounts for personal benefits extended to
executive officers by the Company, such as, but not limited to, health or life
insurance. The Company believes that the incremental cost of those annual
benefits during 2000-2002 did not exceed the lesser of $50,000 or 10% of their
total annual salary and bonus.

EMPLOYMENT AGREEMENT

Mr. Jordan does not currently have an employment agreement with the Company.

DIRECTOR COMPENSATION

The Company does not pay its Directors any cash compensation for attending Board
meetings, although it does reimburse them for any out-of-pocket expenses they
incur in connection with their duties. In addition, pursuant to the Company's
1991 Stock Option Plan, as amended (the "Plan"), mandatory grants of
options to purchase the following number of shares of the Company's Common
Stock are to be awarded to Directors on an annual basis: 12,500 shares for
serving as a Director; 1,250 shares for serving on one or more committees,
and 1,250 for serving as Chairman of one or more committees. Under the Plan,
all options granted to Directors (i) have a maximum term of ten years from date
of grant, (ii) have a minimum exercise price of 100% of the fair market
value of the Company's common stock on the date of grant and (iii) vest
immediately upon the date of grant.

INFORMATION CONCERNING STOCK OPTIONS

No options were granted in fiscal 2002.

AGGREGATED OPTION/SAR EXERCISES IN LAST FISCAL YEAR
AND FISCAL YEAR-END OPTION/SAR VALUES

The following table sets forth certain information concerning the fiscal
year-end value of the unexercised stock options held by Messrs. Jordan and Elko.
No options were exercised by such officers in 2002.

[Enlarge/Download Table]

NUMBER OF SECURITIES UNDERLYING VALUE OF UNEXERCISED IN THE
UNEXERCISED OPTIONS AT 2002 MONEY OPTIONS AT 2002 FISCAL
FISCAL YEAR END YEAR END (1)
NAME EXERCISABLE UNEXERCISABLE EXERCISABLE UNEXERCISABLE
------------- ------------------------------- ----------------------------- ----------- -------------

W. Neal Jordan 334,095 -0- -0- -0-
A.J. Elko. . . 56,250 -0- -0- -0-

_____________________
(1) Based upon the market value of the underlying securities at December
31, 2002 of $0.01, minus the exercise price of "in-the-money" options.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth, as of August 4, 2003, certain information
regarding the Company's common stock owned of record or beneficially by (i) each
person who owns beneficially more than 5% of the Company's outstanding Common
Stock; (ii) each of the Company's directors and its sole executive officer; and
(iii) all directors and executive officers as a group. Unless otherwise
indicated, the address of each beneficial holder named below is c/o Jordan
American Holdings, Inc. 2155 Resort Drive, Suite 108, Steamboat Springs, CO
80487.

NAME AND ADDRESS OF AMOUNT AND NATURE OF
BENEFICIAL OWNER BENEFICIAL OWNERSHIP PERCENT OF CLASS
----------------- --------------------- ------------------

W. Neal Jordan 8,534,751 (1) 58.8%

Gordon A. Gundaker, Jr. 3,850,000 (2) 27.1%
Revocable Trust

All directors and officers 8,534,751 58.8%
as a group (2 persons)
______________________________________________
(1) Includes: (i) 334,095 shares issuable upon the exercise of the IPO
Underwriter' warrants and stock purchase warrants included therein owned by Mr.
Jordan, and (ii) 3,850,000 shares of common stock held by the Gordon A.
Gundaker, Jr., Revocable Trust (the "Trust"), which has granted Mr. Jordan an
option to purchase 50% of such shares and an irrevocable proxy to vote such
shares. Excludes (i) 550,600 shares held in certain irrevocable trusts
established for Mr. Jordan's children and (ii) 571,428 shares issuable
upon conversion of 2,000,000 shares of the Company's 2000 Variable Rate
Convertible Cumulative Preferred Stock (the "2000 Preferred Stock") held by Mr.
Gundaker with respect to which Mr. Jordan has an option to purchase. The
Preferred Stock is non-voting.
(2) Does not include 571,428 shares issuable upon conversion of
2,000,000 shares of the 2000 Preferred Stock held by the Trust.

PROPOSALS TO THE SHAREHOLDERS

The Board of Directors has approved the following proposals for presentation
to the Company's Shareholders:

1. ELECTION OF DIRECTORS

The Company's Articles of Incorporation provide that the Board be divided into
three classes, with all Directors in each class serving staggered three-year
terms or until their respective successors are qualified and elected.

W. Neal Jordan is a Class I Director. Mr. Jordan was re-elected as a Director
in 1999 to serve until the 2002 Annual Meeting of Shareholders. As a result,
Mr. Jordan is up for election this year to serve as a Class I Director until
the 2005 Annual Meeting of Shareholders. For biographical information
regarding Mr. Jordan, please see "MANAGEMENT - Directors and Executive
Officers."

The Board has nominated Mr. Gordon Gundaker, to become a Class II Director to
serve until the 2006 Annual Meeting of Shareholders. For biographical
information regarding Mr. Gundaker, please see "MANAGEMENT - Directors and
Executive Officers."

It is intended that the votes will be cast pursuant to the accompanying proxy
for the two nominees named above, unless otherwise directed. Each of the
nominees has consented to being named in this Proxy Statement and to serve if
elected. The Board has no reason to believe that any nominee will become
unavailable to serve if elected. However, if any nominee should be unavailable,
then proxies solicited by the Board will be voted for the election of a
substitute nominee designated by the Board.

W. Neal Jordan beneficially owns 58.8% of the Company's Common Stock. As a
result, Mr. Jordan will be able to elect all of the Directors of the Company
and thereby control the Company.

Proxies cannot be voted for a greater number of persons than the two nominees
named above. The Directors will be elected by a plurality of the votes cast,
either in person or by proxy, at the Meeting. Votes cast as abstentions will not
be counted as votes for or against the election of the Director and therefore
will have no effect on the number of votes necessary to elect the Directors.
So-called "broker non-votes" (brokers failing to vote by proxy shares of the
Company's Common Stock held in nominee name for customers) will not be counted
at the Meeting and also will have no effect on the number of votes necessary to
elect a Director.

THE BOARD RECOMMENDS A VOTE IN FAVOR OF THE PROPOSED NOMINEES FOR ELECTION TO
THE BOARD.

2. AMENDMENT OF ARTICLES OF INCORPORATION TO CHANGE THE NAME OF THE COMPANY.

The Company proposes to change its name to "Gundaker/Jordan American Holdings,
Inc." The Board believes that the Company can develop more extensive
brand-name recognition in the marketplace through the consistent use of the
"Gundaker/Jordan" name.

Approval of the name change requires the affirmative consent of at least a
majority of the outstanding shares of Common Stock of the Company.

THE BOARD RECOMMENDS A VOTE IN FAVOR OF THIS PROPOSAL.

3. PROPOSAL THREE APPROVAL OF AMENDMENT TO THE CERTIFICATE OF
INCORPORATION TO INCREASE AUTHORIZED COMMON STOCK

In July of 2003, the Board of Directors approved a proposal to amend the
Company's Articles of Incorporation to increase the number of authorized shares
of Common Stock from 20,000,000 shares to 20,000,000,000 shares, and further
decreed that the proposal be submitted to the stockholders with the
recommendation that the amendment be approved. The approval of this Proposal
requires the affirmative vote of a majority of our issued and outstanding common
stock.

If Proposal 3 is approved by the stockholders of the Company, the newly
authorized shares of Common Stock will have voting and other rights identical to
the currently authorized shares of Common Stock. The increase in authorized
shares will have no immediate effect on the rights of existing stockholders. To
the extent that the additional authorized shares are issued in the future, the
existing stockholders' percentage ownership of the Company will decrease, and
depending upon the price at which such shares are issued, could be dilutive to
existing stockholders. The text of the proposed amendment is set forth in
Appendix A attached to this Proxy Statement.

The Company has currently issued a total of 14,217,266 million shares, excluding
shares underlying options and warrant grants, out of a total authorized number
of 20 million. The Board of Directors believes that adoption of Proposal 3 is
desirable so that the Company will have more flexibility and be able to issue
shares of Common Stock. As discussed in the accompanying Annual Report to
Shareholders, the Company does not currently have adequate funds available to
fund its operations over the next twelve months. Therefore, we intend to use the
additional Common Stock for, among other things, financing activities through
the sale of equity. Given the current price of our Common Stock ( $______ as of
_____) we believe we will be required to issue a significant amount of equity in
order to finance the Company's operations. As of the date of this Proxy
Statement, we have not entered into any definitive agreements with respect to
the sale of shares of Common Stock.

In addition, the increase in authorized shares is being sought to accommodate
potential forward stock splits which the Board believes will increase the
tradability of the Company's Common Stock by increasing the number of shares
outstanding. However, there is no assurance that the Company will complete a
stock split, or that if completed, a stock split will have a favorable impact on
the Company's stock.

If Proposal 3 is approved by the stockholders, authorized but unissued shares of
the Company's Common Stock may be issued at such times, for such purposes and
for such consideration as the Board of Directors may determine to be appropriate
without further action by our stockholders, except as otherwise required by
applicable law, rules or regulations.

THE BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR" THE ADOPTION OF THE AMENDMENT TO
THE COMPANY'S ARTICLES OF INCORPORATION INCREASING THE NUMBER OF AUTHORIZED
SHARES OF COMMON STOCK.

3. RATIFICATION OF SELECTION OF INDEPENDENT AUDITOR

It is intended that votes will be cast pursuant to the accompanying proxy for
the ratification of Spicer, Jeffries & Co. ("Spicer"), as the Company's
independent auditor, unless otherwise directed. Spicer's service as the
Company's independent auditor began with the audited financial statements for
1998.

The following table sets forth the aggregate fees billed by Spicer to the
Company for 2002:

Annual Audit Fees $8,500
Financial Information Systems Design
an Implementation Fees -0-
All Other Fees (1) -0-
______
Total $8,500
=======

Based on the foregoing, the Company believes that the provision of
services to the Company by Spicer is compatible with maintaining Spicer's
independence.

No member of Spicer or any associate thereof has any financial interest in the
Company or its subsidiaries. A member of that firm will not be available to
attend the Meeting.

Shareholder approval of the Company's auditor is not required under Florida law.
The Board is submitting its selection of Spicer to its Shareholders for
ratification in order to determine whether the Shareholders generally approve of
the Company's auditor. If the selection of Spicer is not approved by the
Shareholders, the Board will reconsider its selection.

THE BOARD RECOMMENDS A VOTE IN FAVOR OF THIS PROPOSAL.

4. OTHER MATTERS

The Board of Directors is not aware of any other business that may come before
the meeting. However, if additional matters properly come before the meeting,
then proxies will be voted at the discretion of the proxy-holders.

SHAREHOLDER PROPOSALS

Shareholder proposals intended to be presented at, and included in the Company's
proxy statement and proxy relating to, the 2004 Annual Meeting of Shareholders
of the Company must be received by no later than __________, 2004.

ADDITIONAL INFORMATION

Copies of the Company's 2001 Annual Report to Shareholders, which includes the
Form 10-KSB for the year ended December 31, 2002, is being provided to
Shareholders with this Proxy Statement.

BY ORDER OF THE BOARD OF DIRECTORS

W. Neal Jordan, Chairman of the Board

__________, 2003
Steamboat Springs, Colorado

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Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘PRE 14A’ Filing	Date	First	Last	Other Filings

Filed on:	8/8/03	4
	8/4/03	5
	7/17/03	2	3
For Period End:	12/31/02	2	5	10KSB, DEF 14A, NT 10-K
	6/4/01	4
	6/1/01	4
	8/1/95	4
				List all Filings

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Filing Submission 0001234034-03-000008 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Gundaker/Jordan American Holdings Inc – ‘PRE 14A’ for 12/31/02

On: Friday, 8/8/03, at 10:15am ET · For: 12/31/02 · Accession #: 1234034-3-8 · File #: 0-18974

Previous ‘PRE 14A’: ‘PRE 14A’ on 4/30/02 for 7/23/02 · Latest ‘PRE 14A’: This Filing

Preliminary Proxy Solicitation Material — Schedule 14AFiling Table of Contents

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Dates Referenced Herein and Documents Incorporated by Reference

Preliminary Proxy Solicitation Material — Schedule 14A
Filing Table of Contents