SC 13D 1 lifeline13d.txt SCHEDULE 13D OMB APPROVAL OMB Number: 3235-0145 Expires: December 31, 2005 Estimated average burden hours per response 11.00 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Lifeline Therapeutics, Inc. ----------------------------------------------- (Name of Issuer) Common Stock --------------------------------------------------------- (Title of Class of Securities) 53221T108 ----------------------------- (CUSIP Number) Joe McCord 390 South Hudson Street Unit 6 Denver, CO 80246 Telephone: 720 488 1711 --------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) October 26, 2004 ------------------------------------------------------ (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 Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-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 Section 240.13d-7 for other parties to whom copies are to be sent. 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 of the Act but shall be subject to all other provisions of the Act (however, see the Notes) SCHEDULE 13D CUSIP No. 53221T108 Page 2 of 4 -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON. I.R.S. IDENTIFICATION NO.OF ABOVE PERSON Joe McCord -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] -------------------------------------------------------------------------------- 3 SEC USE ONLY -------------------------------------------------------------------------------- 4 SOURCE OF FUNDS PF -------------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States -------------------------------------------------------------------------------- NUMBER OF | 7 | SOLE VOTING POWER SHARES 1,606,800 shares BENEFICIALLY ----------------------------------------------------- OWNED BY | 8 | SHARED VOTING POWER EACH 0 shares REPORTING ----------------------------------------------------- PERSON | 9 | SOLE DISPOSITIVE POWER WITH 1,606,800 shares ----------------------------------------------------- | 10 | SHARED DISPOSITIVE POWER 0 shares -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,606,800 shares -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES [ ] -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 9.8 % ------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON IN SCHEDULE 13D CUSIP No. 53221T108 Page 3 of 4 -------------------------------------------------------------------------------- Item 1. Security And Issuer This Statement relates to the Common Stock of Lifeline Therapeutics, Inc., a company organized under the laws of the State of Colorado. The principal executive offices of the Company are located at 6400 South Fiddlers Green Circle, Suite 1750, Englewood, Colorado 80111. Item 2. Identity and Background The identity and business address of the reporting person is Joe McCord, 390 South Hudson Street, Unit 6, Denver CO 80246. The reporting person serves as the Director of Science of Lifeline Nutraceuticals Corporation, 6400 South Fiddlers Green Circle, Suite 1750, Englewood, CO 80111. The reporting person has not been convicted in a criminal proceeding of the nature described in Item 2(d) of Schedule 13D in the last five years. The reporting person has not been a party to a civil proceeding of the nature described in Item 2(e) of Schedule 13D in the last five years. The reporting person is a citizen of the United States. Item 3. Source and Amount of Funds or Other Consideration This Schedule 13D reports the following transactions: -------------------------------------- ----------------------------------------- Securities Amount/Source of Funds -------------------------------------- ----------------------------------------- 1,606,800 On October 26, 2004, the reporting person shares of common stock acquired the shares of common stock pursuant to the terms of an Agreement and Plan of Reorganization between Lifeline Nutraceuticals Corporation and Lifeline Therapeutics, Inc., whereby the shareholders of Lifeline Nutraceuticals exchanged their outstanding common stock in Lifeline Nutraceuticals for newly issued stock in Lifeline Therapeutics, Inc. -------------------------------------- ----------------------------------------- Item 4. Purpose of Transaction The reporting person acquired these shares for investment purposes. SCHEDULE 13D CUSIP No. 53221T108 Page 4 of 4 -------------------------------------------------------------------------------- Item 5. Interest in the Securities of the Issuer (a) The reporting person's aggregate interest and percentage of common stock of Lifeline Therapeutics, Inc. equals 1,606,800 shares (9.8% of the shares of common stock outstanding). The shares of common stock described above are the only interest the reporting person has in Lifeline Therapeutics, Inc. common stock. (b) The reporting person has sole voting and sole dispositive power with respect to 1,606,800 shares of common stock. The reporting person does not have shared voting and dispositive power with respect to any shares of common stock of Lifeline Therapeutics, Inc. (c) N/A (d) N/A (e) N/A Item 6. Contract, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer None Item 7. Material to be Filed as Exhibits N/A 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: December 28, 2004 By: /s/ Joe McCord ------------------------------ ATTENTION: Intentional misstatements or omissions of fact constitute federal criminal violations. (See 18USC1001)