SECURITIES AND EXCHANGE COMMISSION
WASHINGTON DC 20549
SCHEDULE 13D
(RULE 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(AMENDMENT NO. 1)*
NEXTGEN COMMUNICATIONS CORPORATION
--------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, par value $.001 per share
--------------------------------------------------------------------------------
(Title of Class of Securities)
65335N 10 8
--------------------------------------------------------------------------------
(CUSIP Number)
Frank J. Fradella
c/o Nextgen Communications Corporation
11850 Jones Road
Houston, Texas 77070
(281) 970-9859
--------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 30, 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 that is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box [ ].
Note: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits. See
Rule 13d-7 for other parties to whom copies are to be sent.
----------
* 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 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).
---------------------
CUSIP NO. 65335N 10 8 13D
---------------------
--------------------------------------------------------------------------------
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Leonard Feldman
--------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
--------------------------------------------------------------------------------
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
U.S.A
--------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
0
SHARES --------------------------------------------------
8 SHARED VOTING POWER
BENEFICIALLY 0
--------------------------------------------------
OWNED BY 9 SOLE DISPOSITIVE POWER
0
EACH --------------------------------------------------
10 SHARED DISPOSITIVE POWER
REPORTING 0
--------------------------------------------------
PERSON WITH
--------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
--------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
12 CERTAIN SHARES* [ ]
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
--------------------------------------------------------------------------------
2
ITEM 1. SECURITY AND ISSUER
The securities covered by this Schedule 13D are shares of common stock,
$.001 par value (the "Common Stock"), of Nextgen Communications Corporation
(formerly U S Industrial Services, Inc.), a Delaware corporation (the
"Company"). The Company's principal executive offices are located at 11850 Jones
Road, Houston, Texas 77070.
ITEM 2. IDENTITY AND BACKGROUND
(a) This statement on Schedule 13D is being filed by Leonard Feldman, an
individual ("Feldman");
(b) The address of Feldman is 2081 Magnolia Lane, Highland Park, Illinois 60035;
(c) Feldman is retired;
(d) Feldman has not, during the past five years, been convicted in any criminal
proceeding (excluding traffic violations and similar misdemeanors);
(e) Feldman has not, during the past five years, been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction that
resulted in 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) Feldman is a U.S. citizen.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Not applicable.
ITEM 4. PURPOSE OF TRANSACTION
On December 30, 2001, Feldman transferred all 1,100,000 shares of
Common Stock (the "Shares"), to Barbara Feldman, Feldman's wife, a resident of
the State of Illinois ("Ms. Feldman"), as a gift. The purpose of the transfer of
the Shares to Barbara Feldman was for estate planning purposes. Following the
gift to Ms. Feldman, Feldman no longer owns any Common Stock.
Feldman has no plans to engage in any transactions described in
Paragraphs (a) through (j) of this Item. Any decision by Feldman in the future
to acquire or dispose of equity in the Company or to take any other actions with
respect to the Company or its securities will depend upon several factors,
including the prospects of the Company, general market and economic conditions,
and other factors deemed relevant.
ITEM 5. INTEREST IN SECURITIES
(a) As of the date hereof, Feldman beneficially owns no shares of Common Stock;
(b) Number of shares as to which Feldman has:
sole power to vote or direct the vote: 0
shared power to vote or direct the vote: 0
sole power to dispose or direct the disposition: 0
shared power to dispose or direct the disposition: 0
(c) Other than the transactions set forth herein, Fradella has not engaged in
any transactions in the Common Stock within the past 60 days;
(d) Not applicable;
3
(e) Feldman has ceased to be the beneficial owner of more than 5% of the
outstanding Common Stock on December 30, 2001.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER
Feldman has no contracts, arrangements, understandings or relationships
(legal or otherwise) with any person with respect to any securities of the
Company, finder's fees, joint ventures, loan or option arrangements, puts or
calls, guarantees of profits, division of profits or loss, or the giving or
withholding of proxies, or a pledge or contingency the occurrence of which would
give another person voting or investment power over the securities of the
Company.
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 the statement is true, complete and
correct.
Date: February 25, 2002 /s/ Leonard Feldman
-------------------------------
Leonard Feldman
4