SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1 (b) (c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2 (b)
(Amendment No. )
American International Ventures, Inc.
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(Name of Issuer)
Common Stock $.00001 par value
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(Title of Class of Securities)
02687C 10 9
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(CUSIP Number)
September 24, 2005
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(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
|_| Rule 13d-1(b)
|X| Rule 13d-1(c)
|_| Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on 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
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CUSIP No. 02687C 10 9 13G
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1. NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Thomas S. Kaplan
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
(a) [_]
(b) [_]
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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5. SOLE VOTING POWER
4,000,000*
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NUMBER OF 6. SHARED VOTING POWER
SHARES
BENEFICIALLY 0
OWNED BY -----------------------------------------------------------------
EACH 7. SOLE DISPOSITIVE POWER
REPORTING
PERSON 4,000,000*
WITH -----------------------------------------------------------------
8. SHARED DISPOSITIVE POWER
0
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,000,000*
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10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
[_]
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11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.9%*
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12. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
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* Includes warrants that limit beneficial ownership of the Reporting Person to
9.9%, subject to waiver of such limitation upon 65 days notice to the issuer.
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Item 1.
(a) Name of Issuer.
American International Ventures, Inc.
(b) Address of Issuer's Principal Executive Offices.
260 Garibaldi Avenue
Lodi, NJ 07644
Item 2.
(a) Name of Person Filing.
Thomas S. Kaplan (the "Reporting Person").
(b) Address of Principal Business Office or, if none, Residence.
The principal business address of the Reporting Person is:
154 West 18th Street, New York, New York 10011.
(c) Citizenship.
The Reporting Person is a citizen of the United States.
(d) Title of Class of Securities.
Common Stock $.00001 par value
(e) CUSIP Number.
02687C 10 9
Item 3. Not applicable.
Item 4. Ownership
(a) Amount Beneficially Owned.
As of October 2, 2005, the Reporting Person's beneficially
owns 4,000,000 shares of common stock, comprised of 2,000,000
shares of common stock and 2,000,000 shares of common stock
issuable upon the exercise of warrants. All of such shares are
beneficially owned by the Reporting Person pursuant to a
voting trust agreement dated September 23, 2005 between the
Reporting Person and Electrum Resources LLC, a Cayman Islands
company ("Electrum"). Pursuant to such voting trust, the
Reporting Person has sole voting and dispositive power over
the shares held by Electrum.
(b) Percent of Class.
9.9%. The terms of the warrants held by the Reporting Persons limit
the beneficial ownership to 9.9%.
(c) Number of shares as to which the Reporting Person has
(i) sole power to vote or to direct the vote: 4,000,000
(ii) shared power to vote or to direct the vote: 0
(iii) sole power to dispose or to direct the disposition of: 4,000,000
(iv) shared power to dispose or to direct the disposition of: 0
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Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date hereof
the reporting person has ceased to be the beneficial owner of more than five
percent of the class of securities, check the following |_|
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Electrum has the right to receive dividends from, and the proceeds from the sale
of the shares beneficially owned by the Reporting Person.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company or Control
Person.
Not applicable.
Item 8. Identification and Classification of Members of the Group.
Not applicable.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certifications.
By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were not acquired and are not held for the purpose
of or with the effect of changing or influencing the control of the issuer of
the securities and were not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
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: October 3, 2005
/s/ Thomas S. Kaplan
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Thomas S. Kaplan
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