UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
SCHEDULE
13D/A
Under
the Securities Exchange Act of 1934
Amendment
No. 1
PEDIATRIC
PROSTHETICS, INC.
(Name of
Issuer)
COMMON
STOCK, PAR VALUE $0.001 PER SHARE
(Title of
Class of Securities)
70532V101
(CUSIP
Number)
Linda
Putback-Bean
12926
Willow Chase Drive
Houston,
Texas 77070
Phone:
866-582-0966
(Name,
Address and Telephone Number of Person
Authorized
to Receive Notices and Communications)
February
10, 2008
(Date of
Event which Requires Filing of this Statement)
If the
filing person has previously filed a statement on Schedule 13G to report the
acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box. [
]
The
information required in the remainder of this cover page shall not be deemed to
be filed for the purpose of Section 18 of the Securities Exchange Act of 1934
("Act") or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act.
| 1 | Names
of Reporting Persons.
I.R.S. Identification Nos.
of above persons (entities only).
Linda
Putback-Bean
| 2 | Check
the Appropriate Box if a Member of a Group
(a)[
]
(b)[ ]
| 3 | SEC
Use Only
| 4 | Source
of Funds
OO
| 5 | Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or
2(e)
[
]
| 6 | Citizenship
or Place of Organization
United
States
| 7 |
Sole Voting Power
N/A
Number
of
Shares
Beneficially
Owned
by Each
Reporting
Person
With
| 8 |
Shares Voting Power
52,210,251
| 9 |
Sole Dispositive Power
N/A
|10
| Shared Dispositive Power
35,110,251
| 11 | Aggregate
Amount Beneficially Owned by Each Reporting Person
52,210,251
| 12 | Check
if the Aggregate Amount in Row (11) Excludes Certain Shares
N/A
| 13 | Percent
of Class Represented by Amount in Row (11)
39.2%
| 14 | Type
of Reporting Person
IN
Item
1. Security and Issuer
This
Schedule 13D relates to the Common Stock of Pediatric Prosthetics, Inc. (the
“Company”). The principal executive offices of the Company are
located at 12926 Willow Chase Drive, Houston,
Texas 77070.
Item
2. Identity and Background
(a)-(c) This
Statement on Schedule 13D is being filed by Linda Putback-Bean, the Chief
Executive Officer and Director of the Company. Mrs. Bean’s
office address is 12926 Willow Chase Drive, Houston,
Texas 77070. Mrs. Putback-Bean is a United States
citizen.
(d)-(e) During
the last five years, Mrs. Putback-Bean has not been: (i) convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors); or (ii) made
a party to a civil proceeding of a judicial or administrative body of competent
jurisdiction and as a result of such proceeding 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 laws.
Item
3. Source of Amount of Funds or Other Compensation
Mrs.
Putback-Bean was issued 7,000,000 shares of the Company’s common stock in
November 2003 and 27,210,251 shares of the Company’s common stock in November
2004 (of which 4,000,000 shares were subsequently cancelled in November 2005(the
“Cancelled Shares”), leaving Mrs. Putback-Bean the owner of 30,210,251 shares of
common stock), in consideration for services rendered to the Company as the
Company’s Chief Executive Officer. Additionally, in November 2003,
she was issued 900,000 shares of the Company’s Series A Preferred Stock
(“Preferred Stock”) in consideration for services rendered to the Company as the
Company’s Chief Executive Officer. The 900,000 shares of Preferred
Stock are able to vote an aggregate of 18,000,000 shares of common
stock. The 900,000 shares of Preferred Stock are convertible at Mrs.
Putback-Bean’s option into 900,000 shares of the Company’s common
stock.
Linda
Putback-Bean agreed to cancel the 4,000,000 Cancelled Shares to reduce the
number of issued shares of the Company and to increase the number of authorized
but unissued shares of the Company to allow the Company sufficient shares of
common stock to pay various consultants for services rendered, with the
understanding that the 4,000,000 Cancelled Shares would be re-issued to her at
such time as the Company was able to increase its authorized
shares. The Company subsequently increased its authorized number of
shares of common stock to a level sufficient to allow for the issuance of shares
of common stock for required corporate purposes, including to pay consultants
for services rendered and to allow for conversions of convertible
notes. Such authorized but unissued shares of the Company allowed for
the reissuance of the 4,000,000 Cancelled Shares, and the Company’s Board of
Directors agreed to re-issued the Cancelled Shares to Mrs. Putback-Bean on
February 10, 2008, which shares were issued on or about February 12,
2008.
Item
4. Purpose of Transaction
Mrs.
Putback-Bean acquired the securities for investment
purposes. Depending on general market and economic conditions
affecting the Company and other relevant factors, she may purchase additional
securities of the Company or dispose of some or all of the securities from time
to time in open market transactions, private transactions or
otherwise.
Mrs.
Putback-Bean also acquired the securities of the Company in a transaction which
may relate to or result in:
|
(a)
|
the
acquisition by persons of additional securities of the Company, or the
disposition of securities of the
Company;
|
|
(b)
|
a
reorganization involving the
Company;
|
|
(c)
|
a
sale or transfer of a material amount of assets of the Company or any of
its subsidiaries;
|
|
(d)
|
a
change in the present board of directors and management of the Company,
including plans or proposals to change the number or term of directors or
to fill any existing vacancies on the
board;
|
|
(e)
|
a
material change in the present capitalization or dividend policy of the
Company;
|
|
(f)
|
other
material changes in the Company’s business or corporate
structure;
|
|
(g)
|
changes
in the Company’s charter, bylaws or instruments corresponding thereto or
other actions which may impede the acquisition of control of the Company
by any person;
|
Mrs.
Putback-Bean does not currently have any plans or proposals which relate to or
result in:
|
(h)
|
causing
a class of securities of the Company to be delisted from a national
securities exchange or cease to be authorized to be quoted in an
inter-dealer quotation system of a registered national securities
association;
|
|
(i)
|
a
class of equity securities of the Company 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 in (h) through (i),
above.
|
Item
5. Interest in Securities of the Issuer
|
(a)
|
Mrs.
Putback-Bean beneficially owns 52,210,251 shares, or 39.2% of the voting
stock of the Company, out of 133,247,181 total voting shares, which number
includes 113,247,181 shares of common stock issued and outstanding, as of
the date of this filing, and 1,000,000 shares of Preferred Stock issued
and outstanding, which shares can vote in aggregate, 20,000,000
shares. Mrs. Putback-Bean’s beneficial share ownership includes
34,210,251 shares of common stock which she holds and 18,000,000 voting
shares in connection with the 900,000 shares of Preferred Stock which she
holds (which Preferred Stock is convertible into 900,000 shares of common
stock at the option of Mrs.
Putback-Bean).
|
|
(b)
|
Mrs.
Putback-Bean has the power (along with her husband, Kenneth W. Bean) to
vote 52,210,251 shares, or 39.2% of the voting stock of the Company, out
of 133,247,181 total voting shares, which number includes 113,247,181
shares of common stock issued and outstanding, and 1,000,000 shares of
Preferred Stock issued and outstanding, as of the date of this filing,
which can vote in aggregate, 20,000,000 shares. Mrs.
Putback-Bean has the power (along with her husband, Kenneth W. Bean) to
dispose of 35,110,251 shares of common stock which includes 34,210,251
shares of common stock currently held by Mrs. Putback-Bean and 900,000
shares of Preferred Stock which are convertible into 900,000 shares of
common stock at the option of Mrs. Putback-Bean. Additionally,
all of the shares of stock held by Mrs. Putback-Bean are deemed to be
beneficially owned by her husband, the Company’s Vice President, Kenneth
W. Bean, as Texas, her state of residence is a community property
state.
|
|
(d)
|
No
person, other than Linda Putback-Bean and Kenneth W. Bean, has the right
to receive or the power to direct the receipt of dividends from or the
proceeds from the sale of the securities beneficially owned by Mrs.
Putback-Bean.
|
Item
6. Contracts, Arrangements, Understanding or Relationships with Respect to
Securities of the Issuer
None.
Item
7. Material to be Filed as Exhibits
None.
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.
Dated:
February 21, 2008
By:
/s/ Linda
Putback-Bean
Marathon (CE) (USOTC:PDPR)
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