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UNITED STATES SECURITIES AND EXCHANGE COMMISSION STATEMENT OF
CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to
Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the
Public Utility |
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| OMB Number: 3235-0287 | |||
| Expires: January 31, 2005 | |||
| [_] | Check
box if no longer subject to Section 16. Form 4 or Form 5 obligations may
continue. See Instruction 1(b). (Print or Type Respones) |
Estimated
average burden hours per response: 0.5 |
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| 1.
Name and Address of Reporting Person* Paulson Capital Corp. |
2.
Issuer Name and Ticker or Trading Symbol Charles & Colvard Ltd. (CTHR) |
6. Relationship of
Reporting Person(s) to Issuer |
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911 SW Naito Parkway, Suite 200 |
3.
I.R.S. Identification Number of Reporting Person, if an entity (voluntary) |
4.
Statement for Month/Day/Year 2/26/03 |
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Portland, OR 97204 |
5.
If Amendment, Date of Original (Month/Day/Year) |
7.
Individual or Joint/Group Filing (Check Applicable Line) [_] Form filed by One Reporting Person [X] Form filed by More than One Reporting Person(1) |
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| (City) (State) (Zip) | Table I — Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||
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1. Title of Security (Instr. 3) |
2. Trans- |
2A.
Deemed Execution Date, if any (mm/dd/yy) |
3. Transaction Code (Instr. 8) |
4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following Reported Transaction (Instr. 3 and 4) |
6. Owner- ship Form: Direct (D) or Indirect (I) (Instr. 4) |
7. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | Amount |
(A) or (D) |
Price | ||||||
| Common Stock | 2/26/2003 | S | 50,000 | D | $4.80 | 1,582,900 (3) | I | (4) | ||
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Reminder: Report
on a separate line for each class of securities beneficially owned directly
or indirectly. |
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Persons
who respond to the collection of information contained in this form are not required to respond unless the form displays a currently vaild OMB control Number. |
(Over) SEC 1474 (9-02) |
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| FORM
4 (continued) |
Table II —Derivative Securities Acquired, Disposed of, or Beneficially
Owned (e.g., puts, calls, warrants, options, convertible securities) |
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1.Title of Derivative Security (Instr.3) |
2. Conversion or Exercise Price of Derivative Security |
3. Transaction Date (Month/ Day/ Year) |
3A. Deemed Execution Date if any (Month/ Day/ Year) |
4. Transaction Code Instr. 8) | 5. Number
of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) |
6. Date
Exercisable and Expiration Date (Month/Day/Year) |
7. Title
and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9.Number of |
10. Owner- ship Form of Deriv- ative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Benefi- cial Owner- ship (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable |
Expiration Date |
Title | Amount
or Number of Shares |
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| Explanation of Responses: | ||||
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| (1) Chester L.F. Paulson, a member of the filing group described below,
became a director on 5/14/01. (2) In addition to Paulson Capital Corp. ("PCC"), the folowing are reporting parties: Chester L.F. Paulson, Paulson Family LLC ("LLC") and Paulson Investment Company, Inc. ("PIC"). The address for each of the reporting parties is the same as that provided for PCC. (3) Of the 1,582,900 shares of common stock owned by the reporting group, 1,398,500 shares are held in the name of PIC and 184,000 shares are held in the name of the LLC. (4) Chester Paulson is a controlling manager of the LLC, which is a controlling shareholder of PCC, which is the parent company of PIC. The securities are held in the name of PIC. Chester Paulson and the LLC expressly disclaim any beneficial ownership of securities in the name of PIC. |
/s/ HARRY L. STRIPLIN, power of attorney for Chester L.F. Paulson, individually Paulson Family LLC /s/ HARRY L. STRIPLIN By: Harry L. Striplin, Authorized Agent |
02/28/03 Date |
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Paulson Capital Corp. /s/ HARRY L. STRIPLIN By: Harry L. Striplin, Senior Vice President - Compliance |
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Paulson Investment Company /s/ HARRY L. STRIPLIN By: Harry L. Striplin, Senior Vice President - Compliance **Signature of Reporting Person |
| ** | Intentional
misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
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| Note: | File three
copies of this Form, one of which must be manually signed. If space is insufficient,
see Instruction 6 for procedure. |
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| Potential
persons who are to respond to the collection of information contained in
this form are not required to respond unless the form displays a currently valid OMB Number. |
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