SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INFORMATION TO BE INCLUDED IN THE STATEMENTS FILED PURSUANT TO RULES
13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b)
(Amendment No. 1)*
Peak International Limited
Common Stock, par value $0.01 per share
G69586108
February 15, 2002
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 the disclosures provided in a prior cover page.
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 (however, see the Notes).
SCHEDULE 13G
CUSIP NO. G69586108 Page 2 of 7
_____________________________________________________________________________
1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Luckygold 18A Limited
_____________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
_____________________________________________________________________________
3 SEC USE ONLY
_____________________________________________________________________________
4 CITIZENSHIP OR PLACE OF ORGANIZATION
British Virgin Islands
_____________________________________________________________________________
NUMBER OF 5 SOLE VOTING POWER
SHARES 2,195,438
______________________________________________________________
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY None
______________________________________________________________
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 2,195,438
______________________________________________________________
PERSON 8 SHARED DISPOSITIVE POWER
WITH None
_____________________________________________________________________________
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,195,438
_____________________________________________________________________________
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES [ ]
_____________________________________________________________________________
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
17.3%
_____________________________________________________________________________
12 TYPE OF REPORTING PERSON
CO
_____________________________________________________________________________
SCHEDULE 13G
CUSIP NO. G69586108 Page 3 of 7
_____________________________________________________________________________
1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Tung Lok Li
_____________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
_____________________________________________________________________________
3 SEC USE ONLY
_____________________________________________________________________________
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United Kingdom
_____________________________________________________________________________
NUMBER OF 5 SOLE VOTING POWER
SHARES 2,195,438
______________________________________________________________
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY None
______________________________________________________________
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 2,195,438
______________________________________________________________
PERSON 8 SHARED DISPOSITIVE POWER
WITH None
_____________________________________________________________________________
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,195,438
_____________________________________________________________________________
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES [ ]
_____________________________________________________________________________
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
17.3%
_____________________________________________________________________________
12 TYPE OF REPORTING PERSON
IN
_____________________________________________________________________________
SCHEDULE 13G
CUSIP NO. G69586108 4 of 7
Item 1(a). Name of Issuer:
Peak International Limited, a Bermuda corporation (the "Issuer")
Item 1(b). Address of Issuer's Principal Executive Offices:
44091 Nobel Drive
P.O. Box 1767
Fremont, California 94538
Items 2(a),
(b) and (c). Name of Persons Filing, Address of Principal Business Office and
Citizenship:
This Amendment No. 1 to Schedule 13G is being filed on behalf of
(i) Luckygold 18A Limited, a British Virgin Islands company
("Luckygold") and (ii) Mr. Tung Lok Li, an individual who is a
citizen of the United Kingdom and the sole legal and beneficial
owner of Luckygold ("Li," together with Luckygold, the "Reporting
Persons"). Pursuant to Rule 13d-3 of the Securities and Exchange
Act of 1934, Li may be deemed to be the beneficial owner of the
2,195,438 shares of Common Stock of the Issuer held of record by
Luckygold.
The Reporting Persons have entered into a Joint Filing Agreement,
a copy of which is filed with this Schedule 13G as Exhibit 1,
pursuant to which the Reporting Persons have agreed to file this
Schedule 13G jointly in accordance with the provisions of Rule
13d-1(k) of the Securities Exchange Act of 1934, as amended.
The principal business office of each of the Reporting Persons is
2nd Floor, QPL Industrial Building, 138 Texaco Road, Tsuen Wan,
New Territories, Hong Kong.
Item 2(d). Title of Class of Securities:
Common Stock, par value $0.01 per share, of the Issuer (the
"Common Stock")
Item 2(e). CUSIP Number:
G69586108
Item 3. Not applicable.
Item 4. Ownership.
(a) Amount beneficially owned:
2,195,438 shares of Common Stock
(b) Percent of class:
SCHEDULE 13G
CUSIP NO. G69586108 5 of 7
Based on 12,689,762 shares of Common Stock of the Issuer
outstanding as of September 30, 2002 as set forth in the
Issuer's Quarterly Report on Form 10-Q for the fiscal
quarter ended September 30, 2002, Luckygold holds
approximately 17.3% of the issued and outstanding Common
Stock of the Issuer.
(c) Number of shares to which such person has:
(i) Sole power to vote or direct the vote: 2,195,438
(ii) Shared power to vote or direct the vote: None
(iii) Sole power to dispose or to direct the disposition of:
2,195,438
(iv) Shared power to dispose of or direct the disposition
of: None
In May 1998, Luckygold entered into a forward purchase contract
(the "Contract") with Peak TrENDS Trust, a finite-term Delaware
business trust (the "Trust"), pursuant to which, among other
things, Luckygold was to deliver 5,300,000 of its shares of
Common Stock of the Issuer (subject to a cash settlement
alternative) to the Trust on May 15, 2001 (the "Exchange Date").
On the Exchange Date, Luckygold delivered 5,300,000 shares of
Common Stock of the Issuer to the Trust, which were in turn
distributed by the Trust to holders of Trust Enhanced Dividend
Securities (the "TrENDS") upon the mandatory exchange of
5,300,000 TrENDS.
From December 5, 2001 through the date of this Amendment No. 1 to
Schedule 13G, Luckygold has sold an aggregate of 392,600 shares
of Common Stock of the Issuer, in open market transactions, for
an aggregate sale price of approximately $2,224,813.70.
Item 5. Ownership of Five Percent or Less of a Class.
Not Applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not Applicable.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported By the Parent Holding
Company.
Not Applicable.
Item 8. Identification and Classification of Members of the Group.
Not Applicable.
Item 9. Notice of Dissolution of a Group.
SCHEDULE 13G
CUSIP NO. G69586108 6 of 7
Not Applicable.
Item 10. Certification.
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.
SCHEDULE 13G
CUSIP NO. G69586108 7 of 7
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: January 15, 2003
LUCKYGOLD 18A LIMITED
By:/s/ Tung Lok Li
---------------------------
Tung Lok Li, Director
/s/ Tung Lok Li
------------------------------
Tung Lok Li
SCHEDULE 13G
CUSIP NO. G69586108
Exhibit 1
JOINT FILING AGREEMENT
In accordance with Rule 13d 1(k) under the Securities Exchange Act of 1934,
as amended, the undersigned agree to the joint filing on behalf of each of them
of a statement on Schedule 13G (including amendments thereto) with respect to
2,195,438 shares of Common Stock, par value $0.01 per share, of Peak
International Limited, and further agree that this Joint Filing Agreement shall
be included as an exhibit to such joint filings.
The undersigned further agree that each party hereto is responsible for the
timely filing of such Schedule 13G and any amendments thereto, and for the
completeness and accuracy of the information concerning such party contained
therein; provided, however, that no party is responsible for the completeness or
accuracy of the information concerning any other party making the filing, unless
such party knows or has reason to believe that such information is inaccurate.
IN WITNESS WHEREOF, the parties have executed this Joint Filing Agreement
on January 15, 2003.
LUCKYGOLD 18A LIMITED
By:/s/ Tung Lok Li
---------------------------
Tung Lok Li, Director
/s/ Tung Lok Li
------------------------------
Tung Lok Li