SEC Info - Axia Group, Inc., et al. - ‘SC 13D/A’ on 4/6/01 re: A Z Oil LLC

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Axia Group, Inc., et al. – ‘SC 13D/A’ on 4/6/01 re: A Z Oil LLC

On: Friday, 4/6/01, at 5:23pm ET · Accession #: 788738-1-500042 · File #: 5-61389

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

 4/06/01  Axia Group, Inc.                  SC 13D/A               1:40K  A Z Oil LLC
          Allen Wolfson
          Axia Group Inc/UT
          BonnieJean C. Tippetts

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

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D/A    Amendment to General Statement of Beneficial          16     69K 
                          Ownership

Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) Allen Wolfson Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer Identity and Background Interest in Securities of the Issuer Purpose of Transaction Security and Issuer Source and Amount of Funds or Other Consideration World Alliance
1	1st Page - Filing Submission
9	Item 1. Security and Issuer
"	Item 2. Identity and Background
10	Item 3. Source and Amount of Funds or Other Consideration
11	Item 4. Purpose of Transaction
"	World Alliance
12	Allen Wolfson
13	Item 5. Interest in Securities of the Issuer
15	Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

SC 13D/A 1st Page of 16 TOC ↑Top Previous Next ↓Bottom Just 1st
 
 UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D/A-3

 Under the Securities Exchange Act of 1934

AXIA GROUP, INC.

(Name of Issuer)

Common Stock, par value $0.001
--------------------------------------------------------------------------------
(Title of Class of Securities)

 05459Q 10 7
--------------------------------------------------------------------------------
(CUSIP Number)

Richard Surber
 268 West 400 South, Suite 300
Salt Lake City, UT 84101
(801) 575-8073
--------------------------------------------------------------------------------
 (Name, address and telephone number of person authorized to
 receive notices and communications)

January 31, 2001
--------------------------------------------------------------------------------
 (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 which is subject of this Schedule 13D, and is filing this       
schedule because of Rule 13d-1(b)(3) or (4), check the following box ( ).       

 1

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SCHEDULE 13D
CUSIP No.   05459Q 10 7                                       Page 1 of 15 Pages
--------------------------------------------------------------------------------

1)       NAME OF REPORTING PERSONS                                              
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON             
         World Alliance Consulting, Inc., fka A-Z Professional Consultants, Inc.
--------------------------------------------------------------------------------
2)       CHECK THE APPROPRIATE BOX IF EITHER IS A MEMBER OF A GROUP    (A)  (  )
                                                                       (B)  (X )
--------------------------------------------------------------------------------
3)       SEC USE ONLY                                                           
--------------------------------------------------------------------------------

4)       SOURCE OF FUNDS                                                        
WC                                                            
--------------------------------------------------------------------------------
5)       CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT      
TO ITEMS 2(d) or 2(E). [ ]                                    
--------------------------------------------------------------------------------

6)       CITIZENSHIP OR PLACE OF ORGANIZATION                                   

Incorporated in Utah                                          
--------------------------------------------------------------------------------
                           7)       SOLE VOTING POWER                     34,000
NUMBER OF                                                                       
SHARES                                                                          
                           -----------------------------------------------------
BENEFICIALLY               8)       SHARED VOTING POWER                    - 0 -
OWNED BY                                                                        
EACH                                                                            
REPORTING                  -----------------------------------------------------
PERSON WITH                9)       SOLE DISPOSITIVE POWER                34,000

                           -----------------------------------------------------
                           10)      SHARED DISPOSITIVE POWER               - 0 -

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

11)      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON           
World Alliance Consulting, Inc., fka A-Z Professional         
         Consultants, Inc.                                              - 34,000
--------------------------------------------------------------------------------
12)      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN         
SHARES (  )                                                   
--------------------------------------------------------------------------------
13)      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                     
1.1 %                                                         
 -------------------------------------------------------------------------------
14)      TYPE OF REPORTING PERSON                                               
CO                                                            
--------------------------------------------------------------------------------
 1

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SCHEDULE 13D
CUSIP No.   05459Q 10 7                                       Page 2 of 15 Pages

--------------------------------------------------------------------------------
1)       NAME OF REPORTING PERSONS                                              
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON             
A-Z Oil, L.L.C.                                               
--------------------------------------------------------------------------------
2)       CHECK THE APPROPRIATE BOX IF EITHER IS A MEMBER OF A GROUP   (A)  (   )
                                                                      (B)  ( X )
--------------------------------------------------------------------------------
3)       SEC USE ONLY                                                           

--------------------------------------------------------------------------------
4)       SOURCE OF FUNDS                                                        
WC                                                            
--------------------------------------------------------------------------------
5)       CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT      
TO ITEMS 2(d) or 2(E). [ ]                                    

--------------------------------------------------------------------------------
6)       CITIZENSHIP OR PLACE OF ORGANIZATION                                   

Organized under the laws of the State of Utah.                

                          7)       SOLE VOTING POWER                     - 0 -
NUMBER OF                                                                       
SHARES                                                                          
                           -----------------------------------------------------
BENEFICIALLY               8)       SHARED VOTING POWER                   - 0 - 
OWNED BY                                                                        
EACH                                                                            
                           -----------------------------------------------------
REPORTING                  9)       SOLE DISPOSITIVE POWER                - 0 - 
PERSON WITH                                                                     
                           -----------------------------------------------------
                          10)      SHARED DISPOSITIVE POWER              - 0 -

--------------------------------------------------------------------------------
11)      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON           
- 0 - -A-Z Oil, L.L.C.                                        
--------------------------------------------------------------------------------
12)      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN         
SHARES (  )                                                   
--------------------------------------------------------------------------------
13)      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                     
0.0%                                                          
--------------------------------------------------------------------------------
14)      TYPE OF REPORTING PERSON                    OO                         

 2

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SCHEDULE 13D
CUSIP No.   05459Q 10 7                                       Page 3 of 15 Pages

--------------------------------------------------------------------------------
1)       NAME OF REPORTING PERSONS                                              
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON             
Alexander W. Senkovski Irrevocable Trust                      
--------------------------------------------------------------------------------
2)       CHECK THE APPROPRIATE BOX IF EITHER IS A MEMBER OF A GROUP     (A) (  )
                                                                        (B) ( X)
--------------------------------------------------------------------------------
3)       SEC USE ONLY                                                           

--------------------------------------------------------------------------------
4)       SOURCE OF FUNDS                                                        
PF                                                            
--------------------------------------------------------------------------------
5)       CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT      
TO ITEMS 2(d) or 2(E). [ ]                                    

------------------------------------------------------------------------        
6)       CITIZENSHIP OR PLACE OF ORGANIZATION                                   

Trust organized under the laws of the State of Utah.          

                        7)       SOLE VOTING POWER                   - 0 -
NUMBER OF                                                                       
SHARES                                                                          
                           -----------------------------------------------------
BENEFICIALLY               8)       SHARED VOTING POWER                - 3,879 -
OWNED BY                                                                        
EACH                                                                            
                           -----------------------------------------------------
REPORTING                  9)       SOLE DISPOSITIVE POWER              - 0 -   
PERSON WITH                                                                     
                           -----------------------------------------------------
                           10)      SHARED DISPOSITIVE POWER           - 3,879 -

--------------------------------------------------------------------------------
11)      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON           
3,879 - Alexander W. Senkovski Irrevocable Trust, shared w/   
Alexander Senkovski LLC                                         
--------------------------------------------------------------------------------
12)      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN         
SHARES (  )                                                   
--------------------------------------------------------------------------------
13)      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                     
0.1%                                                          
--------------------------------------------------------------------------------
14)      TYPE OF REPORTING PERSON                                               
OO                                                            

 3

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SCHEDULE 13D
CUSIP No.   05459Q 10 7                                       Page 4 of 15 Pages

--------------------------------------------------------------------------------
1)       NAME OF REPORTING PERSONS                                              
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON             
Alexander Senkovski LLC                                       
--------------------------------------------------------------------------------
2)       CHECK THE APPROPRIATE BOX IF EITHER IS A MEMBER OF A GROUP    (A)  (  )
                                                                       (B)  (X )
--------------------------------------------------------------------------------
3)       SEC USE ONLY                                                           

--------------------------------------------------------------------------------
4)       SOURCE OF FUNDS                                                        
PF                                                            
--------------------------------------------------------------------------------
5)       CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT      
TO ITEMS 2(d) or 2(E). [ ]                                    

--------------------------------------------------------------------------------
6)       CITIZENSHIP OR PLACE OF ORGANIZATION                                   

LLC organized under the laws of the State of Utah.            

                           7)       SOLE VOTING POWER                      - 0 -
NUMBER OF                                                                       
SHARES                                                                          
                           -----------------------------------------------------
BENEFICIALLY               8)       SHARED VOTING POWER                    3,879
OWNED BY                                                                        
EACH                                                                            
                           -----------------------------------------------------
REPORTING                  9)       SOLE DISPOSITIVE POWER                 - 0 -
PERSON WITH                                                                     
                           -----------------------------------------------------
                           10)      SHARED DISPOSITIVE POWER               3,879

--------------------------------------------------------------------------------
11)      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON           
3,879-Alexander Senkovski LLC, shared with Alexander W.       
Senkovski Irrevocable Trust                                   
--------------------------------------------------------------------------------
12)      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN         
SHARES (  )                                                   
--------------------------------------------------------------------------------
13)      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                     
0.1%                                                          
--------------------------------------------------------------------------------
14)      TYPE OF REPORTING PERSON                                               
OO                                                            

 4

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SCHEDULE 13D
CUSIP No.   05459Q 10 7                                       Page 5 of 15 Pages

--------------------------------------------------------------------------------
1)       NAME OF REPORTING PERSONS                                              
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON             
A-Z Professional Consultants, Inc. Retirement Trust           
--------------------------------------------------------------------------------
2)       CHECK THE APPROPRIATE BOX IF EITHER IS A MEMBER OF A GROUP   (A)  (   )
                                                                      (B)  ( X )
--------------------------------------------------------------------------------
3)       SEC USE ONLY                                                           

--------------------------------------------------------------------------------
4)       SOURCE OF FUNDS                                                        
PF                                                            
--------------------------------------------------------------------------------
5)       CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT      
TO ITEMS 2(d) or 2(E). [ ]                                    

--------------------------------------------------------------------------------
6)       CITIZENSHIP OR PLACE OF ORGANIZATION                                   

Trust organized under the laws of the State of Utah.          

                       7)       SOLE VOTING POWER                  - 0 -
NUMBER OF                                                                       
SHARES                                                                          
                           -----------------------------------------------------
BENEFICIALLY               8)       SHARED VOTING POWER                - 0 -    
OWNED BY                                                                        
EACH                                                                            
                           -----------------------------------------------------
REPORTING                  9)       SOLE DISPOSITIVE POWER             - 0 -    
PERSON WITH                                                                     
                           -----------------------------------------------------
                       10)      SHARED DISPOSITIVE POWER           - 0 -

--------------------------------------------------------------------------------
11)      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON           
- 0 - -A-Z Professional Consultants, Inc. Retirement Trust    
--------------------------------------------------------------------------------
12)      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN         
SHARES (  )                                                   
--------------------------------------------------------------------------------
13)      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                     
0.0 %                                                         
--------------------------------------------------------------------------------
14)      TYPE OF REPORTING PERSON                                               
OO                                                            

 5

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SCHEDULE 13D
CUSIP No.   05459Q 10 7                                       Page 6 of 15 Pages
--------------------------------------------------------------------------------
1)       NAME OF REPORTING PERSONS                                              
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON             
BonnieJean C. Tippetts                                        
--------------------------------------------------------------------------------
2)       CHECK THE APPROPRIATE BOX IF EITHER IS A MEMBER OF A GROUP   (A)  (   )
                                                                      (B)  ( X )
         Ms. Tippetts expressly disclaims beneficial ownership of shares held by
        the David Michael, LLC or the AZW Irrevocable Trust, both of which are
controlled exclusively by David Michael Wolfson.              
--------------------------------------------------------------------------------
3)       SEC USE ONLY                                                           
--------------------------------------------------------------------------------
4)       SOURCE OF FUNDS                                                        
OO                                                            
--------------------------------------------------------------------------------
5)       CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT      
TO ITEMS 2(d) or 2(E). [ ]                                    
--------------------------------------------------------------------------------
6)       CITIZENSHIP OR PLACE OF ORGANIZATION                                   

   Ms. Tippetts is an individual and a citizen of the State of Utah.

                     7)       SOLE VOTING POWER                - 0 -
NUMBER OF                                                                       
SHARES                                                                          
                           -----------------------------------------------------
BENEFICIALLY               8)       SHARED VOTING POWER              37,879     
OWNED BY                                                                        
EACH                                                                            
                           -----------------------------------------------------
REPORTING                  9)       SOLE DISPOSITIVE POWER           - 0 -      
PERSON WITH                                                                     
                           -----------------------------------------------------
                      10)      SHARED DISPOSITIVE POWER         37,879
--------------------------------------------------------------------------------
11)      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON           
     37,879-by BonnieJean C. Tippetts as trustee of trusts or officer of
companies named herein.                                       
--------------------------------------------------------------------------------
12)      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN         
       SHARES ( X ) Ms. Tippetts expressly disclaims beneficial ownership of
     shares held by the David Michael, LLC or the AZW Irrevocable Trust,
    both of which are controlled exclusively by David Michael Wolfson.
--------------------------------------------------------------------------------
13)      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                     
1.3 %                                                         
--------------------------------------------------------------------------------
14)      TYPE OF REPORTING PERSON                                               
IN                                                            

 6

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SCHEDULE 13D
CUSIP No.   05459Q 10 7                                       Page 7 of 15 Pages
--------------------------------------------------------------------------------
1)       NAME OF REPORTING PERSONS                                              
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON             
Allen Z. Wolfson                                              
--------------------------------------------------------------------------------
2)       CHECK THE APPROPRIATE BOX IF EITHER IS A MEMBER OF A GROUP   (A)  (   )
                                                                      (B)  ( X )
        Mr. Wolfson expressly disclaims beneficial ownership of shares held by
        the David Michael, LLC or the AZW Irrevocable Trust, both of which are
controlled exclusively by David Michael Wolfson.              
--------------------------------------------------------------------------------
3)       SEC USE ONLY                                                           
--------------------------------------------------------------------------------
4)       SOURCE OF FUNDS                                                        
OO                                                            
--------------------------------------------------------------------------------
5)       CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT      
TO ITEMS 2(d) or 2(E). [ ]                                    
--------------------------------------------------------------------------------
6)       CITIZENSHIP OR PLACE OF ORGANIZATION                                   

  Mr. Wolfson is an individual and a citizen of the State of Utah.

                          7)       SOLE VOTING POWER                    37,879
NUMBER OF                                                                       
SHARES                                                                          
                           -----------------------------------------------------
BENEFICIALLY               8)       SHARED VOTING POWER                  - 0 -  
OWNED BY                                                                        
EACH                                                                            
                           -----------------------------------------------------
REPORTING                  9)       SOLE DISPOSITIVE POWER               37,879 
PERSON WITH                                                                     
                           -----------------------------------------------------
                         10)      SHARED DISPOSITIVE POWER             - 0 -

--------------------------------------------------------------------------------
11)      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON           
37,879-by Allen Z. Wolfson as control person of the trusts,   
corporation, and LLC reporting herein.                        
--------------------------------------------------------------------------------
12)      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN         
      SHARES ( X ) Mr. Wolfson expressly disclaims beneficial ownership of
     shares held by the David Michael, LLC or the AZW Irrevocable Trust,
    both of which are controlled exclusively by David Michael Wolfson.
--------------------------------------------------------------------------------
13)      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                     
1.3 %                                                         
--------------------------------------------------------------------------------
14)      TYPE OF REPORTING PERSON                                               
IN                                                            

 7

SC 13D/A 9th Page of 16 TOC 1st Previous Next ↓Bottom Just 9th
Item 1.  Security and Issuer                                                    

This schedule relates to the common stock, par value $0.001 per share, of Axia  
Group, Inc. fka CyberAmerica Corporation (the "Common Stock"). Axia Group is a  
Nevada corporation with principal executive offices located at 268 West 400     
South, Suite 300, Salt Lake City, UT 84101 (the "Issuer").                      

Item 2.  Identity and Background                                                

(a)  This  statement  is  filed  by  World  Alliance  Consulting,  Inc.  fka A-Z
     Professional  Consultants,  Inc.  ("World  Alliance");  A-Z Oil,  LLC ("Oil
     LLC"); the Alexander  Senkovski LLC (the "Senkovski LLC"); the Alexander W.
     Senkovski  Irrevocable  Trust  ("Senkovski  Trust");  the A-Z  Professional
     Consultants,  Inc.  Retirement Trust  ("Retirement  Trust");  BonnieJean C.
Tippetts ("Tippetts"), and Allen Z. Wolfson ("Allen Wolfson").        

(b)  The principal address for World Alliance is 3809 South, West Temple Street,
     Suite 1-D, Salt Lake City,  Utah 84115.  The principal  address for The Oil
     LLC is 3809 South,  West Temple  Street,  Suite 1-D,  Salt Lake City,  Utah
     84115.  The principal  address for the  Senkovski  LLC is 3809 South,  West
     Temple Street, Suite 1-D, Salt Lake City, Utah 84115. The principal address
     for the Senkovski Trust is 3809 South, West Temple Street,  Suite 1-D, Salt
     Lake City, Utah 84115.  The principal  address for the Retirement  Trust is
     3809 South, West Temple Street,  Suite 1-D, Salt Lake City, Utah 84115. The
     principal  address for Tippetts is 3809 South,  West Temple  Street,  Suite
     1-D, Salt Lake City, Utah 84115. The principal address for Allen Wolfson is
3809 South, West Temple Street, Suite 1-D, Salt Lake City, Utah 84115.

(c)  World  Alliance is a financial  consulting  firm.  The Oil LLC is a gas and
     petroleum product  supplier.  The Senkovski LLC is an LLC whose sole member
     is the Senkovski  Trust.  The Senkovski Trust is a Utah  irrevocable  trust
     created for the benefit of Allen  Wolfson's  minor  child.  The  Retirement
     Trust is a retirement  trust.  Tippetts is the sole officer and director of
     World Alliance, the Managing Director of The Oil LLC and Senkovski LLC, and
     the Trustee for the Senkovski  Trust (sole member of the Senkovski LLC) and
     the Retirement Trust.  Tippetts was also an employee of one of Axia Group's
     subsidiary companies, but her employment terminated effective September 15,
     2000.  Allen  Wolfson is the sole owner of World  Alliance and The Oil LLC,
     and the settlor of the Retirement  Trust and the Senkovski Trust which owns
the Senkovski LLC.                                                    

(d)  World Alliance has not been convicted in a criminal  proceeding  during the
     last  five  years.  The  Oil  LLC  has not  been  convicted  in a  criminal
     proceeding  during  the last five  years.  The  Senkovski  LLC has not been
     convicted  in a  criminal  proceeding  during  the  last  five  years.  The
     Senkovski Trust has not been convicted in a criminal  proceeding during the
     last five years.  The Retirement Trust has not been convicted in a criminal
     proceeding during the last five years. Tippetts has not been convicted in a
     criminal  proceeding during the last five years. Allen Wolfson has not been
convicted in a criminal proceeding during the last five years.        

(e)  During the last five years,  none of the 7 persons  filing  this  statement
     (namely  World  Alliance,  The Oil LLC, the  Senkovski  LLC, the  Senkovski
     Trust, the Retirement Trust, Tippetts, and Allen Wolfson) have been a party
  to a civil proceeding that resulted in a judgment, decree or final order

 8

SC 13D/A 10th Page of 16 TOC 1st Previous Next ↓Bottom Just 10th
     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)  World  Alliance  is a Utah  corporation.  The  Oil  LLC  is a Utah  limited
     liability  company.  The Senkovski LLC is a Utah limited  liability company
     wholly  owned  by  the  Senkovski  Trust.  The  Senkovski  Trust  is a Utah
     irrevocable  trust  established  for the benefit of Allen  Wolfson's  minor
     child. The Retirement Trust is a Utah trust.  Tippetts is an individual and
     a citizen  of the  State of Utah.  Allen  Wolfson  is an  individual  and a
citizen of the State of Utah.                                         

Item 3.  Source and Amount of Funds or Other Consideration                      

       The 7 entities named in this Schedule 13D/A-3 (sometimes collectively
referred to as the "A-Z Entities") originally acquired the Issuer's shares which
triggered reporting on Schedule 13D through private transactions and            
broker-dealer market transactions effected from March 1995 through July 2000,   
described in greater detail in Section 5, below. The consideration paid for such
shares was cash, forgiveness of debt, and services rendered to the Issuer.      

       In its original filing of Schedule 13D, World Alliance reported that,
on May 24, 1999, it purchased 76,196 shares of Axia Group, Inc. common stock for
a total of $138,908.77 in cash.                                                 

    In its original filing of Schedule 13D, The Oil LLC reported that,
between May 21, 1999 and June 2, 1999, it purchased 3,000 shares of Axia Group, 
Inc. common stock for a total of $4,031.25 in cash.                             

      In its original filing of Schedule 13D, the Senkovski Trust reported
that between May 12 and May 25, 1999, it purchased 18,000 shares of Axia Group, 
Inc. common stock for a total of $25,203.13 in cash.                            

      The source of funds for these transactions came from working capital
(in the case of World Alliance and The Oil LLC) and personal funds (in the case 
of the Retirement Trust and the Senkovski Trust which wholly owns the Senkovski 
LLC). Tippetts acquired no direct beneficial ownership of such shares through   
these transactions, but has indirect-or shared-control over the shares by virtue
of her position as President of World Alliance, Managing Director of The Oil LLC
and Senkovski LLC, and Trustee of the Senkovski Trust and Retirement Trust.     
Hence, the source of funds for Ms. Tippetts' ownership derives from the funds of
the other 4 entities reporting under this Schedule 13D/A-2. Allen Wolfson owns  
or controls World Alliance, The Oil LLC, the Senkovski LLC and the Retirement   
Trust; hence, the source of funds for his ownership came from those entities.   

   Furthermore, in October, 2000, the A-Z entities (all of which are
private entities not required to file audited financial statements) were        
informally auditing their records and performing an inventory of their files as 
a result of their recent move to new offices, and they discovered 4 old         
certificates for a total of 173,250 shares of Axia Group stock (as adjusted for 
a 10:1 reverse stock split effected in October 1997). 3 of these certificates   
were issued by Canton Industrial Corporation, a predecessor corporation which   
changed its name to CyberAmerica in late June 1996. These certificates were     
dated May 8, 1995, December 29, 1995, and June 4, 1996. The 4th certificate,    
issued by CyberAmerica Corporation, was dated May 27, 1997. All shares          
represented by these certificates were in the names of Allen Wolfson or A- Z    
Professional Consultants, Inc. The amount and source of consideration paid for  
these shares were debt forgiveness between these entities and the Issuer or else
services which Mr. Wolfson and A-Z Professional                                 

 9

SC 13D/A 11th Page of 16 TOC 1st Previous Next ↓Bottom Just 11th
Consultants performed for the Issuer between 1995 and 1997. None of such shares 
were purchased with promissory notes or borrowed funds.                         

Item 4.  Purpose of Transaction                                                 

      Although the A-Z Entities have from time to time bought and sold the
Issuer's stock, the A-Z Entities sold back to the Issuer on or about June 22,   
2000 large blocks of stock (274,796 shares from World Alliance and 4,834 shares 
from the Retirement Trust) for the purpose of reducing the A-Z Entities'        
influence and control over the Issuer. The Issuer has publicly expressed its    
desire to separate itself from the A-Z Entities, and the repurchase of these    
large blocks of stock is hereby expressly stated to further the purpose of      
creating a larger and clearer degree of separation between the Issuer and the   
A-Z Entities. The discovery of additional share certificates in October 2000    
does not change this purpose. The A-Z entities have been consolidating their    
holdings of Axia Group, Inc. stock since June of 2000 and reducing their        
ownership of Axia Group, Inc. ever since.                                       

  The A-Z Entities' purpose today remains that of separating their
interests and control away from Axia Group, Inc.                                

        The following discussion further elaborates on the purpose or purposes
of acquiring the Issuer's securities and describes any plans or proposals       
resulting in material transactions with the Issuer.                             

World Alliance                                                                  
--------------                                                                  

World Alliance acquired its shares in private transactions with the Issuer      
dating back to 1995, as well as market transactions for investment purposes.    
World Alliance is a consulting company which is 100% owned by Allen Wolfson and 
of which Tippetts is the President. The company is in the business of providing 
financial and management consulting services to small companies. World Alliance 
owns 1.3% of the shares of Axia Group, Inc..                                    

World Alliance has no current plans to purchase additional shares of Axia Group,
Inc.. World Alliance may continue to dispose of its shares of Axia Group, Inc.  
in market transactions.                                                         

World Alliance has no current plans which relate to or would result in any      
extraordinary corporate transaction; a sale or transfer of a material amount of 
assets; a change in company management, directors, capitalization, dividend     
policy, or other material change in corporate business or structure. World      
Alliance does not plan to take an active part in the Issuer's corporate affairs.

The Oil LLC                                                                     
-----------                                                                     

The Oil LLC acquired its shares in market transactions for investment purposes. 
The Oil LLC is a gas and petroleum product supplier which is 100% owned by Allen
Wolfson and of which Tippetts is the Managing Director. The Oil LLC owns no     
shares of Axia Group, Inc..                                                     

The Oil LLC has no current plans to purchase additional shares of Axia Group,   
Inc..                                                                           

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SC 13D/A 12th Page of 16 TOC 1st Previous Next ↓Bottom Just 12th
The Oil LLC has no current plans which relate to or would result in any         
extraordinary corporate transaction; a sale or transfer of a material amount of 
assets; a change in company management, directors, capitalization, dividend     
policy, or other material change in corporate business or structure. The Oil LLC
does not plan to take an active part in the Issuer's corporate affairs.         

The Senkovski LLC and Trust                                                     
---------------------------                                                     

The Senkovski LLC acquired its shares from the Senkovski Trust in private       
transactions. The Senkovski Trust acquired its shares in market transactions for
investment purposes. The Senkovski LLC is an LLC wholly owned by an irrevocable 
trust of which Allen Wolfson is the settlor (for the benefit of his minor child)
and of which Tippetts is the Trustee. The Senkovski LLC owns less than 1% of the
shares of Axia Group, Inc..                                                     

The Senkovski LLC and Trust have no current plans to purchase additional shares 
of Axia Group, Inc., though they may continue to dispose of their shares of Axia
Group, Inc. in market transactions.                                             

The Senkovski LLC and Trust have no current plans which relate to or would      
result in any extraordinary corporate transaction; a sale or transfer of a      
material amount of assets; a change in company management, directors,           
capitalization, dividend policy, or other material change in corporate business 
or structure. The Senkovski LLC and Trust do not plan to take an active part in 
the Issuer's corporate affairs.                                                 

The Retirement Trust                                                            
--------------------                                                            

The Retirement Trust acquired its shares in market transactions for investment  
purposes. The Retirement Trust is a trust which is 100% owned by Allen Wolfson  
and of which Tippetts is the Trustee. The Retirement Trust owns no shares of    
Axia Group, Inc..                                                               

The Retirement Trust has no current plans to purchase additional shares of Axia 
Group, Inc..                                                                    

The Retirement Trust has no current plans which relate to or would result in any
extraordinary corporate transaction; a sale or transfer of a material amount of 
assets; a change in company management, directors, capitalization, dividend     
policy, or other material change in corporate business or structure. The        
Retirement Trust does not plan to take an active part in the Issuer's corporate 
affairs.                                                                        

BonnieJean C. Tippetts                                                          
----------------------                                                          

Ms. Tippetts has no current plans to purchase additional shares of Axia Group,  
Inc..  Ms. Tippetts may continue to dispose of her shares of Axia Group, Inc.   
in market transactions.                                                         

Ms. Tippetts has no current plans which relate to or would result in any        
extraordinary corporate transaction; a sale or transfer of a material amount of 
assets; a change in company management, directors, capitalization, dividend     
policy, or other material change in corporate business or structure. Ms.        
Tippetts does not plan to take an active part in the Issuer's corporate affairs.

Allen Wolfson                                                                   
-------------                                                                   
Allen Wolfson has no current plans to purchase additional shares of Axia Group, 
Inc.  Mr. Wolfson may continue to dispose of his shares of Axia Group, Inc. in  
market transactions.                                                            

11

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Mr. Wolfson has no current plans which relate to or would result in any         
extraordinary corporate transaction; a sale or transfer of a material amount of 
assets; a change in company management, directors, capitalization, dividend     
policy, or other material change in corporate business or structure. Mr. Wolfson
does not plan to take an active part in the Issuer's corporate affairs.         

Item 5.  Interest in Securities of the Issuer                                   

(a) The aggregate number and percentage of class of securities identified       
pursuant to Item 1 beneficially owned by each person named in Item 2 may be     
found in rows 11 and 13 of the cover page.                                      

(b) The powers which the reporting person(s) identified in the preceding        
paragraph have relative to the shares discussed herein may be found in rows 7   
through 10 of the cover page.                                                   

World Alliance expressly disclaims any direct and indirect beneficial ownership 
in any of said shares of Common Stock held by or for the benefit of the AZW     
Irrevocable Trust, the David Michael LLC, and David Wolfson (all three of whom  
have filed a separate Schedule 13D/A-1 regarding their shares).                 

The Oil LLC expressly disclaims any direct and indirect beneficial ownership in 
any of said shares of Common Stock held by or for the benefit of the AZW        
Irrevocable Trust, the David Michael LLC, and David Wolfson (all three of whom  
have filed a separate Schedule 13D/A-1 regarding their shares).                 

The Senkovski LLC expressly disclaims any direct and indirect beneficial        
ownership in any of said shares of Common Stock held by or for the benefit of   
the AZW Irrevocable Trust, the David Michael LLC, and David Wolfson (all three  
of whom have filed a separate Schedule 13D/A-1 regarding their shares).         

The Retirement Trust expressly disclaims any direct and indirect beneficial     
ownership in any of said shares of Common Stock held by or for the benefit of   
the AZW Irrevocable Trust, the David Michael LLC, and David Wolfson (all three  
of whom have filed a separate Schedule 13D/A-1 regarding their shares).         

Tippetts expressly disclaims any direct and indirect beneficial ownership in any
of said shares of Common Stock held by or for the benefit of World Alliance, The
Oil LLC, the Senkovski LLC, or the Retirement Trust. Tippetts expressly         
disclaims any direct and indirect beneficial ownership in any of said shares of 
Common Stock held by or for the benefit of the AZW Irrevocable Trust, the David 
Michael LLC, and David Wolfson (all three of whom have filed a separate Schedule
13D/A-1 regarding their shares).                                                

Allen Wolfson expressly disclaims any direct and indirect beneficial ownership  
in any of said shares of Common Stock held by or for the benefit of the AZW     
Irrevocable Trust, the David Michael LLC, and David Wolfson (all three of whom  
have filed a separate Schedule 13D/A-1 regarding their shares).                 

(c) Since the most recent filing on Schedule 13D, the following transactions    
have been effected:                                                             

By World Alliance:                                                              
-----------------                                                               

Date        Amt.Bought/Sol d  Price Per Share   Where/How Bought or Sold  

                    12

 12/26/00       5,000 (sell)        $0.50   Market transaction via broker-dealer
  1/19/01       5,000 (sell)        $0.72   Market transaction via broker-dealer
  1/24/01       2,500 (sell)        $0.72   Market transaction via broker-dealer
  1/24/01       2,500 (sell)        $0.69   Market transaction via broker-dealer
  1/29/01      10,000 (sell)        $0.69   Market transaction via broker-dealer
  1/31/01       2,000 (sell)        $1.13   Market transaction via broker-dealer
  1/31/01         500 (sell)        $1.03   Market transaction via broker-dealer
  1/31/01       4,500 (sell)        $1.00   Market transaction via broker-dealer
  1/31/01       1,400 (sell)        $1.03   Market transaction via broker-dealer
  1/31/01       3,500 (sell)        $1.00   Market transaction via broker-dealer
  1/31/01         500 (sell)        $1.01   Market transaction via broker-dealer
  1/31/01      12,000 (sell)        $1.00   Market transaction via broker-dealer
  1/31/01      12,000 (sell)        $0.97   Market transaction via broker-dealer
  1/31/01       5,000 (sell)        $1.00   Market transaction via broker-dealer
   2/1/01       5,800 (sell)        $1.25   Market transaction via broker-dealer
   2/1/01       1,000 (sell)        $1.28   Market transaction via broker-dealer
   2/1/01       3,000 (sell)        $1.25   Market transaction via broker-dealer
   2/1/01      17,000 (sell)        $1.28   Market transaction via broker-dealer
   2/1/01       5,000 (sell)        $1.31   Market transaction via broker-dealer
   2/1/01       5,000 (sell)        $1.25   Market transaction via broker-dealer
   2/1/01       2,000 (sell)        $1.13   Market transaction via broker-dealer
   2/1/01       3,000 (sell)        $1.09   Market transaction via broker-dealer
   2/1/01       1,000 (sell)        $1.13   Market transaction via broker-dealer
   2/1/01       4,000 (sell)        $1.09   Market transaction via broker-dealer
   2/1/01       1,300 (sell)        $1.13   Market transaction via broker-dealer
   2/1/01       2,200 (sell)        $1.09   Market transaction via broker-dealer
   2/1/01       3,000 (sell)        $1.06   Market transaction via broker-dealer
   2/1/01       3,000 (sell)        $1.09   Market transaction via broker-dealer
   2/1/01         500 (sell)        $1.06   Market transaction via broker-dealer
   2/1/01       1,500 (sell)        $1.10   Market transaction via broker-dealer

                                  13

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   2/1/01       1,000 (sell)        $1.09   Market transaction via broker-dealer
   2/1/01      16,000 (sell)        $1.06   Market transaction via broker-dealer
   2/1/01      11,100 (sell)        $1.03   Market transaction via broker-dealer
   2/1/01         500 (sell)        $1.01   Market transaction via broker-dealer
   2/1/01       4,050 (sell)        $1.00   Market transaction via broker-dealer
   2/1/01       8,500 (sell)        $1.16   Market transaction via broker-dealer

By The Retirement Trust                                                         

Date        Amt.Bought/Sold   Price Per Share   Where/How Bought or Sold  
   2/2/01       1,900 (sell)        $1.16   Market transaction via broker-dealer
   2/2/01       9,000 (sell)        $1.19   Market transaction via broker-dealer
   2/2/01       2,000 (sell)        $1.16   Market transaction via broker-dealer
   2/5/01       1,000 (sell)        $1.03   Market transaction via broker-dealer
   2/5/01       4,000 (sell)        $1.01   Market transaction via broker-dealer
   2/5/01       4,000 (sell)        $1.03   Market transaction via broker-dealer
   2/5/01       3,000 (sell)        $1.00   Market transaction via broker-dealer
   2/6/01       7,500 (sell)        $0.91   Market transaction via broker-dealer
   2/6/01       2,500 (sell)        $0.94   Market transaction via broker-dealer
   2/7/01       5,000 (sell)        $0.91   Market transaction via broker-dealer
   2/8/01       2,500 (sell)        $0.88   Market transaction via broker-dealer
   2/9/01       2,866 (sell)        $0.88   Market transaction via broker-dealer

By BonnieJean C. Tippetts:                                                      
-------------------------                                                       

Please refer to the foregoing sales by World Alliance, The Oil LLC, the         
Senkovski LLC, and the Retirement Trust, in which Ms. Tippetts is indirectly    
interested due to her position as President of World Alliance, Managing Director
of The Oil LLC and the Senkovski LLC, and Trustee of the Retirement Trust. No   
transactions other than as listed for those 4 entities are attributable to her. 

By Allen Wolfson:                                                               
----------------                                                                

Please refer to the foregoing sales by World Alliance, The Oil LLC, the         
Senkovski LLC, and the Retirement Trust, in which Mr. Wolfson is indirectly     
interested due to his position as 100% owner of World Alliance and              

                                  14

SC 13D/A 15th Page of 16 TOC 1st Previous Next ↓Bottom Just 15th
The Oil LLC, and settlor of the Retirement Trust and the Senkovski Trust which  
wholly owns the Senkovski LLC. No transactions other than as listed for those 4 
entities are attributable to him.                                               

(d) As mentioned above, Allen Wolfson has the right to receive or power to      
direct the receipt of dividends from, or the proceeds from the sale of, the     
securities described herein. Allen Wolfson owns 100% of World Alliance and The  
Oil LLC, and he is the settlor of the Retirement Trust and the Senkovski Trust  
(created for the benefit of his minor child), which owns the Senkovski LLC.     

(e)  Not Applicable.                                                            

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

Axia Group, Inc. does not currently have any formal or informal consulting      
arrangement with World Alliance. Although Axia Group, Inc. previously provided  
World Alliance with office space, that arrangement has been terminated, and     
World Alliance has relocated to new offices several miles away from Axia Group, 
Inc.. Axia Group, Inc. may agree to compensate World Alliance on a transaction  
by transaction basis in the future. During the year 2000, World Alliance was    
instrumental in several transactions involving the purchase, sale and financing 
of real estate held by Axia Group, Inc. and its subsidiaries.                   

As mentioned above, Allen Wolfson owns 100% of World Alliance and The Oil LLC   
and is the settlor of the Senkovski and Retirement Trusts. BonnieJean C.        
Tippetts is the President of World Alliance, the Managing Director of The Oil   
LLC and Senkovski LLC, and the Trustee of the Senkovski and Retirement Trusts.  

        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.                                                                        

       World Alliance Consulting, Inc.
a Utah corporation      

Date:  March 2, 2001        By: /s/ BonnieJean C. Tippetts                      
      --------------     -------------------------------------------------------
       BonnieJean C. Tippetts, President

A-Z Oil, LLC            
        a Utah limited liability company

Date:  March 2, 2001        By: /s/ BonnieJean C. Tippetts                      
      --------------     -------------------------------------------------------
               BonnieJean C. Tippetts, Managing Director

Alexander Senkovski LLC 
        a Utah limited liability company

Date:  March 2, 2001       By: /s/ BonnieJean C. Tippetts                       
      --------------     -------------------------------------------------------
               BonnieJean C. Tippetts, Managing Director

15

SC 13D/A Last Page of 16 TOC 1st Previous Next ↓Bottom Just 16th
    Alexander W. Senkovski Trust
a Utah trust            

Date:  March 2, 2001       By: /s/ BonnieJean C. Tippetts                       
      --------------     -------------------------------------------------------
     BonnieJean C. Tippetts, Trustee

                           A-Z Professional Consultants, Inc. Retirement Trust
a Utah trust            

Date:  March 2, 2001       By: /s/ BonnieJean C. Tippetts                       
      --------------     -------------------------------------------------------
     BonnieJean C. Tippetts, Trustee

BonnieJean C. Tippetts    
A resident of Utah        

Date:  March 2, 2001       By: /s/ BonnieJean C. Tippetts                       
      --------------     -------------------------------------------------------
                        BonnieJean C. Tippetts, in her individual capacity

Allen Z. Wolfson          
A resident of Utah        

Date:  March 2, 2001       By:  /s/ Allen Z. Wolfson                            
      --------------     -------------------------------------------------------
                  Allen Z. Wolfson, in his individual capacity

Attention: Intentional misstatements or omissions of fact constitute Federal    
criminal violations (See 18 U.S.C.  1061).                                      

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Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘SC 13D/A’ Filing	Date	First	Last	Other Filings

Filed on:	4/6/01			3
	3/2/01	15	16	8-K
	1/31/01	1		4
	9/15/00	9		SC 13D/A
	6/22/00	11
	6/2/99	10
	5/25/99	10
	5/24/99	10
	5/21/99	10
	5/27/97	10
	6/4/96	10
	12/29/95	10
	5/8/95	10
				List all Filings

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Filing Submission 0000788738-01-500042 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Axia Group, Inc., et al. – ‘SC 13D/A’ on 4/6/01 re: A Z Oil LLC

On: Friday, 4/6/01, at 5:23pm ET · Accession #: 788738-1-500042 · File #: 5-61389

Previous ‘SC 13D’: ‘SC 13D/A’ on 7/3/97 · Latest ‘SC 13D’: This Filing

Amendment to General Statement of Beneficial Ownership — Schedule 13DFiling Table of Contents

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Dates Referenced Herein and Documents Incorporated by Reference

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