UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13D
Under the Securities Exchange Act of 1934
BIO-LIFE LABS, INC.
(Name of Issuer)
Common Stock, $0.0001 par value
(Title of Class of Securities)
09059S-10-9
(CUSIP Number)
Excalibur Asset Management, LLC
c/o
Gary Schonwald, Esq.
Reitler Brown, LLC
800 Third Avenue, 21st Floor
New York, NY 10022
(212) 209-3090
(Name, Address and Telephone Number of
Person Authorized to Receive Notices and Communications)
May 19, 2005
(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), Rule 13d-1(f) or Rule 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(b) 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 (the "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).
CUSIP No. 09059S-10-9
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1) Name of Reporting Person - I.R.S. Identification No. of person (entities
only).
Excalibur Asset Management, LLC (I.R.S. Identification No. 20-1952119)
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2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) |_|
(b) |X|
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3) SEC Use Only
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4) Source of Funds (See Instructions) OO
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5) Check if Disclosure of Legal Proceedings Is Required Pursuant to Items
2(d) or 2(e)........ |_|
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6) Citizenship or Place of Organization
Delaware
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7) Sole Voting Power
3,700,000
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NUMBER 8) Shared Voting Power
OF SHARES 0
BENEFICIALLY
OWNED BY --------------------------------------------------------
EACH
REPORTING 9) Sole Dispositive Power
PERSON WITH 3,700,000
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10) Shared Dispositive Power
0
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11) Aggregate Amount Beneficially Owned by Each Reporting Person
3,700,000
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12) Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) |_|
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13) Percent of Class Represented by Amount in Row (11)
6%
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14) Type of Reporting Person (See Instructions) CO
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Item 1. Security and Issuer.
This statement (this "Statement") relates to the common stock, par value
$0.0001 per share ("Common Stock") of BIO-LIFE LABS, INC., a Nevada corporation
(the "Issuer"). The principal executive offices of the Issuer are located at
9911 West Pico Boulevard, Suite 1410, Los Angeles, California 90035.
Item 2. Identity and Background.
(a) This Statement is being filed by Excalibur Asset Management, LLC
("Excalibur"), a limited liability corporation, by its President and
sole member, Robert DePalo.
(b) The business address of Excalibur is Gary Schonwald, Esq., Reitler
Brown & Rosenblatt LLC, 800 Third Ave., 21st Floor, New York, New
York 10022.
(c) Excalibur is an investment fund.
(d)-(e) No executive officer or director of Excalibur nor any controlling
shareholder of Global, during the last five years, has been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors), or
been a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction resulting in 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.
(f) The state of organization of Excalibur is Delaware and Mr. DePalo is a
United States Citizen.
Item 3. Source and Amount of Funds or Other Consideration.
The source of funds paid for 3,700,000 shares of Common Stock of the
Issuer owned by Excalibur were personal funds of Mr. DePalo.
Item 4. Purpose of Transaction.
The 3,700,000 shares of Common Stock of the Issuer were purchased by
Excalibur for investment purposes.
Except as otherwise described herein, neither Excalibur, nor any of its
executive officers, directors or controlling shareholders, have any plans or
proposals as of the date hereof which relate to or would result in (a) the
acquisition by any person of additional securities of the Issuer or the
disposition of any such securities, (b) an extraordinary corporate transaction,
such as a merger, reorganization or liquidation, involving the Issuer or any of
its subsidiaries, (c) a sale or transfer of a material amount of assets of the
Issuer or any of its subsidiaries, (d) any change in the present board of
directors or management of the Issuer, (e) any material change in the present
capitalization or dividend policy of the Issuer, (f) any other material change
in the Issuer's business or corporate structure, (g) any change in the Issuer's
charter or By-laws or other actions which may impede the acquisition of control
of the Issuer by any person, (h) causing a class of securities of the Issuer to
be delisted from any national securities exchange or to cease to be authorized
to be quoted on an inter-dealer quotation system of a registered national
securities association, (i) causing a class of equity securities of the Issuer
to be eligible for termination of registration pursuant to Section 12(g)(4) of
the Exchange Act, or (j) any action similar to those enumerated in (a) through
(i) above.
Item 5. Interest in Securities of the Issuer.
(a) At the date of this Statement, Excalibur beneficially owns 3,700,000
shares of Common Stock of the Issuer. This represents approximately 6% of the
61,791,805 total number of the issued and outstanding shares of Common Stock of
the Issuer as of May 19, 2005.
(b) Excalibur has sole dispositive and voting power with respect to
3,700,000 shares of Common Stock of the Issuer.
(c) Other than the Offering, no other transactions in the Common Stock
were effected by Excalibur in the past 60 days.
(d) Not Applicable.
(e) Not Applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer.
There are no contracts, arrangements, understandings or relationships
(legal or otherwise) between Excalibur and any other person or entity with
respect to any securities of the Issuer, including, but not limited to, transfer
or voting of any of the securities, 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.
Item 7. Materials 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: May 19, 2005
EXCALIBUR ASSET MANAGEMENT LLC
By: /s/ Robert DePalo
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Robert DePalo, Member