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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. _______) *
Fonecash, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
34460A109
(CUSIP Number)
162 M Homestead Street, Manchester, Connecticut 06040, (860) 805-0701
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
March 1, 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 §§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 §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).
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CUSIP No. 34460A109
(1)
Names of Reporting Persons.
Public Entity Acquisition Corp.
I.R.S. Identification Nos. of above persons (entities only).
20-1516891
(2)
Check the Appropriate Box if a Member of a Group
(a) [ ]
(b) [ ]
(3)
SEC Use Only
(4)
Source of Funds
WC
(5)
Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or (e) [ ]
(6)
Citizenship or Place of Organization
New Jersey, USA
Number of
(7)
Sole Voting Power
30,000,000
Shares Beneficially
Owned by Each
Reporting Person
(8)
Shared Voting Power
With
(9)
Sole Dispositive Power
30,000,000
(10)
Shared Dispositive Power
(11)
Aggregate Amount Beneficially Owned by Each Reporting Person
30,000,000
(12)
Check if the Aggregate Amount in Row (11) Excludes Certain Shares [ ]
(13)
Percent of Class Represented by Amount in Row (11)
28.83%
(14)
Type of Reporting Person
CO
CUSIP No. 34460A109
Item 1. Security and Issuer
Common Stock,
Fonecash, Inc.
162 M Homestead Street,
Manchester, Connecticut 06040
(860) 805-0701
Item 2. Identity and Background
a)
Public Entity Acquisition Corp.
b)
3163 Kennedy Blvd,
Jersey City, NJ 07306
c)
Business Consulting
d)
No disclosure necessary.
e)
No disclosure necessary.
f)
USA
Item 3. Source and Amount of Funds or Other Consideration
WC
Item 4. Purpose of Transaction
Investment, company is interested in making FoneCash a going concern.
Item 5. Interest in Securities of the Issuer
30,000,000 shares of common stock
Item 6.
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
None
Item 7. Material to Be Filed as Exhibits
CUSIP No. 34460A109
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 9, 2005
Signature:
/s/ Richard Verdiramo
Richard Verdiramo, President