SEC Info - Triumph Small Cap Fund Inc - ‘SC 13D/A’ on 2/16/10 re: eDOORWAYS Corp

1	NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS Triumph Small Cap Fund, Inc.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS* OO
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
6	CITIZENSHIP OR PLACE OF ORGANIZATION New York

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 34,166,666
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* ¨
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.48% (based on 763,397,859 shares of the Issuer’s Common Stock issued and outstanding on December 7, 2009)
14	TYPE OF REPORTING PERSON* CO

1	NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS Kenneth Orr
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS* OO
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
6	CITIZENSHIP OR PLACE OF ORGANIZATION United States

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 34,166,666
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* ¨
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.48% (based on 763,397,859 shares of the Issuer’s Common Stock issued and outstanding on December 7, 2009)
14	TYPE OF REPORTING PERSON* IN

This statement is being filed jointly by Triumph Small Cap Fund, Inc. (“Triumph”) and Kenneth Orr (“Orr”) (collectively, the “Reporting Persons”). Mr. Orr is the President of Triumph and has sole dispositive and voting power for shares owned by Triumph. The Reporting Persons are engaged in the business of making investments. The business address of the Reporting Persons is 1000 Woodbury Road, Suite 207, Woodbury, NY 11797.

During the past five years, neither Triumph nor Mr. Orr has been (a) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (b) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result thereof 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 law

Triumph acquired the securities referred to in this Schedule 13D for investment purposes and not with the purpose or effect of changing or influencing control of the Issuer. Depending on market conditions and other factors, Triumph may purchase additional shares of Common Stock in the open market or in private transactions. Subject to the availability of Common Stock at prices deemed favorable by Triumph, Triumph's liquidity, the financial condition and results of operations of the Company, and general economic and market conditions prevailing at the time, Triumph reserves the right to, and may in the future, purchase additional shares of Common Stock from time to time in the open market, through privately negotiated transactions, or otherwise.

The Reporting Persons purchased the securities of the Issuer for investment purposes and not for the purpose of acquiring control of the Issuer.

The Reporting Persons do not have a definitive plan, arrangement or understanding to seek to cause the Issuer to be merged, reorganized or liquidated, to sell or transfer any assets of the Issuer, to cause the Issuer to change its current board of directors or management, to cause any material change to its capitalization, dividend policy, business, corporate structure, charter or bylaws, to cause the Common Stock to become eligible for termination of registration pursuant to Section 12(g)(4) of the Exchange Act, or to take any action similar to the above.

The Reporting Persons do not have any present plans or proposals which relate to or would result in:

(a)	The acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer;

(b)	An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries;

(c)	A sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries;

(d)	Any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board;

(e)	Any material change in the present capitalization or dividend policy of the Issuer;

(f)	Any other material change in the Issuer’s business or corporate structure;

(g)	Changes in the Issuer’s charter, by-laws or instruments corresponding thereto or other actions which may impede the acquisition or control of the Issuer by any person;

(h)	Causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association;

(i)	A class of equity security of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934; or

(j)	Any action similar to any of those enumerated above.

(a)	The Reporting Persons are the beneficial owners of 34,166,666 shares (the “Shares”), representing 4.48% of the issued and outstanding shares of the Issuer’s Common Stock based on 763,397,859 shares of the Issuer’s Common Stock issued and outstanding on December 7, 2009 .
(b)	The Reporting Persons have the sole power to vote on and dispose of the Shares.
(c)	The Reporting Persons did not effect any transactions in the Issuer’s securities within the past 60 days.
(d)	No other person if know to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Reporting Persons’ securities.
(e)	Not Applicable.

There are no contracts, arrangements, understandings or relationships (legal or otherwise) among the Reporting Persons and any other person with respect to any securities of the Issuer, including, but not limited to, transfer or voting of any of the securities, finder’s fees, joint ventures, loan or option agreements, puts or calls, guarantees of profits, division of profits or loss, or the giving of withholding proxies.

NUMBER OF SHARES	7	SOLE VOTING POWER 34,166,666
BENEFICIALLY OWNED BY	8	SHARED VOTING POWER 0
EACH REPORTING	9	SOLE DISPOSITIVE POWER 34,166,666
PERSON WITH	10	SHARED DISPOSITIVE POWER 0

NUMBER OF SHARES	7	SOLE VOTING POWER 34,166,666(1)
BENEFICIALLY OWNED BY	8	SHARED VOTING POWER
EACH REPORTING	9	SOLE DISPOSITIVE POWER 34,166,666
PERSON WITH	10	SHARED DISPOSITIVE POWER

	TRIUMPH SMALL CAP FIND, INC.

February 16, 2010	By:	/s/ Kenneth Orr
		Name: Kenneth Orr
		Title: President



	By:	/s/ Kenneth Orr
		Kenneth Orr

This ‘SC 13D/A’ Filing	Date	Other Filings

Filed on:	2/16/10	None on these Dates
	12/7/09
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Triumph Small Cap Fund Inc – ‘SC 13D/A’ on 2/16/10 re: eDOORWAYS Corp

On: Tuesday, 2/16/10, at 4:24pm ET · Accession #: 1013762-10-353 · File #: 5-54033

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Amendment to General Statement of Beneficial Ownership — Schedule 13D
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