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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
EURONET SERVICES INC.
(Name of Issuer)
COMMON STOCK, PAR VALUE $0.02 PER SHARE
(Title of Class of Securities)
298736109
(CUSIP Number)
MICHAEL J. BROWN Copies to: David D. Gatchell
12617 Juniper Circle David M. Staker
Leawood, Kansas 66209 Sonnenschein Nath &
913-491-3862 Rosenthal
913-491-9622 (fax) 4520 Main Street
Kansas City, Missouri
64111
816-932-4400
816-531-7545 (fax)
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
MARCH 6, 1997
(Date of Event Which Requires Filing of This Statement)
CUSIP NO.: Schedule 13D March 17, 1997
1) NAME OF REPORTING PERSON: Michael J. Brown.
2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: Not
Applicable.
3) SEC USE ONLY:
4) SOURCE OF FUNDS: OO.
5) CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(D) OR 2(E): Not Applicable.
6) PLACE OF ORGANIZATION: Not Applicable.
NUMBER OF SHARES BENEFICIALLY OWNED BY REPORTING PERSON WITH:
7) SOLE VOTING POWER: 3,132,277.
8) SHARED VOTING POWER: None.
9) SOLE DISPOSITIVE POWER: 3,132,277.
10) SHARED DISPOSITIVE POWER: None.
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON:
3,132,277 shares.
12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES: Not Applicable
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 21.69%.
14) TYPE OF REPORTING PERSON: IN.
CUSIP NO.: Schedule 13D March 17, 1997
ITEM 1. SECURITY AND ISSUER.
The class of equity securities to which this
Schedule relates is the common stock, par value $0.02 per
share ("Common Stock"), of Euronet Services Inc., a
Delaware corporation (the "Issuer").
The address of the principal executive office of the
Issuer is ZSIGMOND ter 10, H-1023 Budapest Hungary. The
United States mailing address of the Issuer is 12617
Juniper Circle, Leawood, Kansas 66209.
ITEM 2. IDENTITY AND BACKGROUND.
(a) This Schedule is being filed by Michael J. Brown
(the "Reporting Person").
(b) 12617 Juniper Circle
Leawood, Kansas 66209
(c) The Reporting Person is the Chief Executive Officer
of the Issuer, Euronet Services, Inc., and a member
of its Board of Directors.
(d) The Reporting Person has not, during the last five
years, been convicted in a criminal proceeding
(excluding traffic violations or similar
misdemeanors).
(e) The Reporting Person has not, during the last five
years, been a party to a civil proceeding of a
judicial or administrative body of competent
jurisdiction and as a result of such proceeding was
or is subject to 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 Reporting Person is a citizen of the United
States of America.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The Reporting Person acquired its ownership in the
Issuer in exchange for its holdings of Euronet Holding N.
V. ("Holding") in connection with the reorganization of
Holding into a Delaware corporation.
ITEM 4. PURPOSE OF TRANSACTION.
The Reporting Person holds the Common Stock for
investment purposes, but reserves the right to exercise
any and all rights and privileges as a stockholder of the
Issuer in a manner consistent with his own best
interests, to purchase or sell the Common Stock or other
securities of the Issuer, and to communicate with
management of the Issuer, other stockholders of the
Issuer or others and/or to participate, alone or with
others, in various plans, proposals or transactions
respecting the Issuer or his Common Stock.
Except as set forth in this Schedule, the Reporting
Person has no present plans or intentions that relate to
or would result in any of the events described in
paragraphs (a) through (j) of Item 4 of the instructions
to Schedule 13D. However, as previously noted, the
Reporting Person reserves the right to change his
intentions with respect to such matters.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
REPORTING PERSON
(a) The responses to Items 11 and 13 of the inside cover page
of this Schedule 13D are hereby incorporated by reference
in response to paragraph (a) of this Item 5. The
percentage of the outstanding Common Stock was calculated
based upon the shares shown outstanding on the Issuer's
Form S-1 Registration Statement, dated March 6, 1997
(Commission File No. 333-18121).
(b) The responses to Items 7, 8, 9 and 10 of the inside cover
page of this Schedule 13D are hereby incorporated by
reference in response to paragraph (b) of this Item 5.
(c) The Reporting Person has had the following transactions
in the Common Stock during the 60 days prior to the date
of this Schedule:
1. On March 6, 1997, the Reporting Person exchanged
all of his holdings in Euronet Holding N.V. for
3,132,277 shares of the Common Stock.
The Reporting Person has not had any other transactions
in the Common Stock during the last 60 days.
(d) No person, other than the Reporting Person, has the right
to receive, or the power to direct the receipt of,
dividends from, or the proceeds of the sale of, the
Common Stock held by the Reporting Person.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER.
The Reporting Person currently has no contracts,
arrangements, understandings or relationships (legal or
otherwise) with any person with respect to any securities
of the Issuer.
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 this statement
is true, complete and correct.
DATE: March 17, 1997
SIGNATURE: /s/ Michael J. Brown