| UNITED STATES | |
| SECURITIES AND EXCHANGE COMMISSION | |
| Washington, D.C. 20549 | |
| | |
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SCHEDULE 13G
Under the Securities Exchange Act of 1934
BROOKLYN CHEESECAKE & DESSERTS COMPANY, INC.
(Name of Issuer)
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Common Stock, $0.025 par value per share
(Title of Class of Securities)
114003304
___________________________________
(CUSIP Number)
November 3, 2014
___________________________________
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o | Rule 13d-1(b) |
þ | Rule 13d-1(c) |
o | Rule 13d-1(d) |
CUSIP No. 114003304 |
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| 1 | Name of Reporting Persons. James P. Canouse |
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| 2 | Check the Appropriate Box if a Member of a Group. (See Instructions) |
| | (a) | o |
| | (b) | o |
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| 3 | SEC Use Only. |
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| 4 | Citizenship or Place of Organization. United States of America |
| | |
Number of Shares Beneficially Owned by Each Reporting Person With: | 5 | Sole Voting Power. 765,000 |
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6 | Shared Voting Power. 0 |
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7 | Sole Dispositive Power. 765,000 |
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8 | Shared Dispositive Power. 0 |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person. 765,000 |
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| 10 | Check box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions). o |
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| 11 | Percent of Class Represented by Amount in Row (9). .067% |
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| 12 | Type of Reporting Person IN |
_____________________________
*Based on 11,357,811 shares outstanding as of March 11, 2015.
Item 1(a). | Name of Issuer: Brooklyn Cheesecake & Desserts Company, Inc. (the “Company”). |
Item 1(b). | Address of Issuer’s Principal Executive Offices: The Company’s principal executive offices are located at 12540 Broadwell Road, Suite 1203, Milton, GA 30004 |
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Item 2(a). | Name of Person Filing: James P. Canouse |
Item 2(b). | Address of Principal Business Office, or, if none, Residence: The individual’s principal executive offices are located at 12540 Broadwell Road, Suite 1203, Milton, GA 30004. |
Item 2(c). | Citizenship: United States of America |
Item 2(d). | Title of Class of Securities: Common Stock, $0.025 par value per share (the “Common Shares”). |
Item 2(e). | CUSIP Number: 114003304 |
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Item 3. | If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: |
| Not applicable. |
Item 4. | Ownership. |
As of the date hereof: |
| (a) | Amount beneficially owned: James P. Canouse beneficially owns 765,000 Common Shares. |
| (b) | Percent of class: The Common Shares beneficially owned by James Canouse represent .067% of the Company’s outstanding Common Shares, based on 11,357,811 shares outstanding as of March 11, 2015. |
| (c) | Number of shares as to which such person has: |
| | (i) | Sole power to vote or direct the vote: James P. Canouse has the sole power to vote or direct the vote of the 765,000 Common Shares that he beneficially owns. |
| | (ii) | Shared power to vote or to direct the vote: James P. Canouse does not share his power to vote or direct the vote of any Common Shares that he beneficially owns. |
| | (iii) | Sole power to dispose or direct the disposition of: �� James P. Canouse has the sole power to dispose or direct the disposition of the 765,000 Common Shares that he beneficially owns. |
| | (iv) | Shared power to dispose or to direct the disposition of: James P. Canouse does not share his power to dispose of or direct the disposition any Common Shares that he beneficially owns. |
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**The reporting person beneficially owns 765,000 Common Shares which constitute approximately .067% of the Company’s outstanding Common Shares. This is based on 11,357,811 shares outstanding as of March 11, 2015. |
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Item 5. | Ownership of Five Percent or Less of a Class. |
| Not applicable. |
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Item 6. | Ownership of More than Five Percent on Behalf of Another Person. |
| Not applicable. |
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Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported By the Parent Holding Company. |
| Not applicable. |
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Item 8. | Identification and Classification of Member of the Group. |
| Not applicable. |
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Item 9. | Notice of Dissolution of Group. |
| Not applicable. |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: March 11, 2015 | |
| By: | /s/ James P. Canouse |
| Name: | James P. Canouse |
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