UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1)*
BIO-LIFE LABS, INC.
-------------------------------------------------------------------------
(Name of Issuer)
COMMON STOCK
-------------------------------------------------------------------------
(Title of Class of Securities)
09059S-10-9
-------------------------------------------------------------------------
(CUSIP Number)
Nancy LeMay
9911 West Pico Boulevard, Suite 1410, Los Angeles California, 90035
Telephone number (310).943.6445
-------------------------------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
September 14, 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 ss.ss.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 ss.240.13d-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 ("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
--------------------------------------------------------------------------------
1. Names of Reporting Persons. I.R.S. Identification Nos. of
above persons (entities only). NANCY LEMAY
----------------------------------------------------------
2. Check the Appropriate Box if a Member of a Group (See
Instructions) (a)
(b)
----------------------------------------------------------
3. SEC Use Only
-----------------------------------------------
4. Source of Funds (See Instructions) OO
------------------------
5. Check 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 1,084,009
--------------
Shares
Beneficially 8. Shared Voting Power
-----------------
Owned by
Each 9. Sole Dispositive Power n/a
------
Reporting
Person 10. Shared Dispositive Power _
----
With
--------------------------------------------------------------------------------
11. Aggregate Amount Beneficially Owned by Each Reporting
Person 1,084,009
-----------------------------------------------------------
12. Check if the Aggregate Amount in Row (11) Excludes Certain
Shares (See Instructions)
-----------------------------------------------------------
13. Percent of Class Represented by Amount in Row (11) 2.3%
-------
-----------------------------------------------------------
14. Type of Reporting Person (See Instructions) IN
---------------
ITEM 1. SECURITY AND ISSUER
----------------------------
This statement relates to shares of the common stock, $.001 par value 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) Name: Nancy LeMay
(b) Business Address: 9911 West Pico Boulevard, Suite 1410,
Los Angeles California, 90035
(c) Present Principal Occupation: President of the Issuer
(d) Disclosure of Criminal
Proceedings: Ms. LeMay has not been convicted in
any criminal proceeding at any time.
(e) Disclosure of Civil
Proceedings: Ms. LeMay has not been subject to any
judgment, decree or final order
enjoining violations of or prohibiting
or mandating activities subject to
federal or state securities laws or
finding any violations with respect to
such laws.
(f) Citizenship: Ms. LeMay is a citizen of the United
States.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
---------------------------------------------------------
The 35,000,000 shares of the Issuer's common stock originally issued to Ms.
LeMay as trustee for all of the shareholders of Bio-Life Laboratories
Corporation, a privately held Nevada corporation, have been distributed to the
shareholders of the private company on a pro-rata basis according to their
ownership in Bio-Life Laboratories Corporation, pursuant to a share exchange
agreement between Bio-Life Laboratories Corporation and the Issuer. As one of
the shareholders of that private company, The Navarre Corporation was one of the
shareholders entitled to a distribution of the shares. There were 1,084,009
shares of the Issuer's common stock issued to The Navarre Corporation pursuant
to the provisions of that share exchange agreement. Ms. LeMay has an agreement
with The Navarre Corporation to direct the voting of its shares in the Issuer.
ITEM 4. PURPOSE OF TRANSACTION
--------------------------------
The 1,084,009 shares of the Issuer's common stock were issued The Navarre
Corporation pursuant to the pro-rata distributions provisions of a share
exchange agreement concluded earlier this year between Bio-Life Laboratories
Corporation, a privately held Nevada corporation, and the Issuer.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
---------------------------------------------
(a) The beneficial ownership of 1,084,009 shares of the Issuer's common stock
rests with The Navarre Corporation, and constitutes 2.3% of the Issuer's
outstanding common stock.
(b) Pursuant to an agreement with The Navarre Corporation, Ms. LeMay has voting
power as to the 1,084,009 shares that The Navarre Corporation holds; these
shares comprise approximately 2.3 % of the issued and outstanding shares in the
Issuer.
(c) On September 13, 2004, the Issuer distributed the 35,000,000 shares held in
voting trust to the shareholders of its privately-held subsidiary, Bio-Life
Laboratories Corporation pursuant to the share exchange agreement by which the
Issuer acquired the privately-held company. The pro-rata share of the 35,000,000
shares issued to The Navarre Corporation is 1,084,009 shares.
(d) The Navarre Corporation has all other ownership rights other than voting
control with regard to the shares of the Issuer's common stock that it holds.
(e) September 13, 2004.
ITEM 6. CONTACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER
-------------------------------------------------------------------------------
Ms. LeMay has an agreement with The Navarre Corporation to direct the voting of
shares of common stock that The Navarre Corporation holds in the Issuer.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
-----------------------------------------
Incorporated by reference: the Share Exchange Agreement included as an exhibit
to the Issuer's report on Form 8-K dated April 5, 2004, filed on April 16, 2004.
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: September 22, 2004
/s/ Nancy LeMay
--------------------------------------------------------
Nancy LeMay
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is signed
on behalf of a person by his authorized representative (other than an executive
officer or general partner of the filing person), evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement: provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT
CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001)