UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.___)*
Raining Data Corporation
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
096434105
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(CUSIP Number)
July 10, 2003
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*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 the
disclosures provided in a prior cover page.
The information required in 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).
Page 1 of 9 pages
13G
CUSIP No. 096434105 Page 2 of 9 pages
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NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
1 Philip and Debra Barrett Charitable Trust
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)[ ]
(b)[X]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
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5 SOLE VOTING POWER
0
NUMBER OF ---------------------------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY OWNED BY
EACH REPORTING PERSON 1,348,168
WITH ---------------------------------------------------------
7 SOLE DISPOSITIVE POWER
0
---------------------------------------------------------
8 SHARED DISPOSITIVE POWER
1,348,168
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,348,168
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10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.4%
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12 TYPE OF REPORTING PERSON*
OO
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Page 2 of 9 pages
13G
CUSIP No. 096434105 Page 3 of 9 pages
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NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
1 Philip D. Barrett
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)[ ]
(b)[X]
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
--------------------------------------------------------------------------------
5 SOLE VOTING POWER
20,000
NUMBER OF ---------------------------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY OWNED BY
EACH REPORTING PERSON 1,348,168
WITH ---------------------------------------------------------
7 SOLE DISPOSITIVE POWER
20,000
---------------------------------------------------------
8 SHARED DISPOSITIVE POWER
1,348,168
--------------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,368,168
--------------------------------------------------------------------------------
10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
--------------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.6%
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12 TYPE OF REPORTING PERSON*
IN
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Page 3 of 9 pages
13G
CUSIP No. 096434105 Page 4 of 9 pages
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NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
1 Debra J. Barrett
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)[ ]
(b)[X]
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
--------------------------------------------------------------------------------
5 SOLE VOTING POWER
19,562
NUMBER OF ---------------------------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY OWNED BY
EACH REPORTING PERSON 1,348,168
WITH ---------------------------------------------------------
7 SOLE DISPOSITIVE POWER
19,562
---------------------------------------------------------
8 SHARED DISPOSITIVE POWER
1,348,168
--------------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,367,730
--------------------------------------------------------------------------------
10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
--------------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.6%
--------------------------------------------------------------------------------
12 TYPE OF REPORTING PERSON*
IN
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Page 4 of 9 pages
Item 1. Issuer
(a) The name of the Issuer is Raining Data Corporation.
(b) The Issuer's principal executive offices are located at
17500 Cartwright Road
Irvine, CA 92614
Item 2. Reporting Person and Security
(a) This statement is being filed jointly by each of the following
persons pursuant to Rule 13d-1(k) promulgated by the
Securities and Exchange Commission under Section 13 of the
Securities Exchange Act of 1934, as amended: (i) Philip D.
Barrett and Debra J. Barrett, individually (the "Barretts"),
and (ii) Philip and Debra Barrett Charitable Trust (the
"Trust"). The Barretts and the Trust are collectively referred
to as the "Reporting Persons." The Reporting Persons Schedule
13(g) Joint Filing Agreement is attached as Exhibit 1.
Information with respect to the Reporting Persons is given
solely by such Reporting Person, and no Reporting Person
assumes responsibility for the accuracy and completeness of
the information by another Reporting Person, except as
provided in Rule 13d-1(k). By their signature on this
statement, each of the Reporting Persons agrees that this
statement is filed on behalf of such Reporting Person.
(b) The principal business address for the Barretts and the Trust
is PO Box 1033, Vancouver, Washington 98666.
(c) The Barretts are citizens of the United States of America.
(d) This statement relates to shares of common stock of Raining
Data Corporation.
(e) The CUSIP number assigned to the common stock of the issuer is
096434-10-5.
Page 5 of 9 pages
Item 3. Filings Pursuant to Rule 13d-1(b) or 13d-2(b) or (c), check whether the
person filing is a:
(a) / / Broker of dealer registered under Section 15 of the Exchange
Act;
(b) / / Bank as defined in section 3(a)(6) of the Exchange Act;
(c) / / Insurance company as defined in section 3(a)(19) of the Exchange
Act;
(d) / / Investment company registered under section 8 of the Investment
Company Act of 1940;
(e) / / An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E);
(f) / / An employee benefit plan or endowment fund in accordance with
Rule 13d-1(b)(1)(ii)(F);
(g) / / A parent holding company or control person, in accordance with
Rule 13d-1(b)(ii)(G);
(h) / / A savings association, as defined in Section 3(b) of the Federal
Deposit Insurance Act;
(i) / / A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment
Company Act of 1940;
(j) / / Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c), check this box / /
Item 4. Ownership
(a) Under the rules and regulations of the Securities and Exchange
Commission, the Barretts may be deemed to be the beneficial
owners of a total of 1,387,730 shares of issuer common stock.
Philip Barrett directly owns 20,000 shares of issuer common
stock; Debra Barrett directly owns 19,562 shares of issuer
common stock, and the Barretts may be deemed to indirectly own
1,348,168 shares of issuer common stock through the Trust. The
1,348,168 shares of issuer common stock which the Barretts may
be deemed to indirectly beneficially own are comprised of: (i)
1,324,835 shares of issuer common stock of which the Trust is
record owner; and (ii) warrants to purchase 23,333 shares of
issuer common stock of which the Trust is record owner.
Page 6 of 9 pages
(b) As of May 20, 2003 the issuer had 17,952,742 shares of issuer
common stock issued and outstanding, as reported in the
issuer's Form 10-KSB filed with the SEC on June 6, 2003 (the
"Issuer Outstanding Shares"). The Barretts actual and
deemed beneficial ownership of issuer common stock represented
approximately 7.6% of the Issuer Outstanding Shares and the
Trust's beneficial ownership of issuer common stock
represented approximately 7.4% of the Issuer Outstanding
Shares.
(c) Of the total amount of shares that are either beneficially
owned or that may be deemed to be beneficially owned by the
Barretts or the Trust, the Barretts have shared power to vote
or direct the vote of 1,387,730 shares.
Item 5. Ownership of Five Percent or Less of a Class
Not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company
Not applicable.
Item 8. Identification and Classification of Members of the Group
Not applicable.
Item 9. Notice of Dissolution of Group
Not applicable.
Item 10. Certification
By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were not acquired and are not held for the purpose
of or with the effect of changing or influencing the control of the issuer of
the securities and were not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
Page 7 of 9 pages
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.
July 10, 2003
--------------------------
Date
Philip and Debra Barrett Charitable Trust
By:/s/ PHILIP D. BARRETT
--------------------------------------
Philip D. Barrett, Trustee
/s/ PHILIP D. BARRETT
-----------------------------------------
Philip D. Barrett, individually
/s/ DEBRA J. BARRETT
-----------------------------------------
Debra J. Barrett, individually
Page 8 of 9 pages
Exhibit 1
Schedule 13(g) Joint Filing Agreement
The undersigned and each other person executing this joint filing
agreement (this "Agreement") agree as follows:
The undersigned and each other person executing this Agreement are
individually eligible to use the Schedule 13(g) in accordance with the
Securities Exchange Act of 1934 and the regulations promulgated thereunder is
attached and such schedule is filed on behalf of the undersigned and each other
person executing this Agreement.
The undersigned and each other person executing this Agreement are
responsible for the timely filing of such Schedule 13(g) and any amendments
thereto, and for the completeness and accuracy of the information concerning
such person contained herein; provided, however, that none of the undersigned or
any other person executing this Agreement is responsible for the completeness or
accuracy of the information statement concerning any other person making the
filing, unless such person knows or has reason to believe that such information
is inaccurate.
This Agreement may be executed in any number of counterparts, each of
which shall be deemed to be an original, but all of which, taken together, shall
constitute one and the same instrument.
Dated: July 10, 2003
Philip and Debra Barrett Charitable Trust
By:/s/ PHILIP D. BARRETT
-----------------------------------------
Philip D. Barrett, Trustee
By:/s/ PHILIP D. BARRETT
-----------------------------------------
Philip D. Barrett, individually
By:/s/ DEBRA J. BARRETT
-----------------------------------------
Debra J. Barrett, individually
Page 9 of 9 pages