CUSIP No. 60936N102 |
13G
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Page 2 of 4
Pages
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1.
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NAMES
OF REPORTING PERSON
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S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | |
Whalehaven Capital Fund Limited |
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
|
(a) [_]
(b) [_]
|
3.
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SEC
USE ONLY
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION |
Bermuda |
5.
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SOLE
VOTING POWER, NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
–
4,400,000
Shares of Common stock
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6.
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SHARED
VOTING POWER - None
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7.
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SOLE
DISPOSITIVE POWER – 4,400,000 Shares of Common Stock
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8.
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SHARED
DISPOSITIVE POWER - None
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9.
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON -
|
4,400,000 Shares of Common Stock |
10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDESCERTAIN
SHARES [_]
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11.
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
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5.4% |
12.
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TYPE
OF REPORTING PERSON
|
CO |
CUSIP No. 60936N102 |
13G
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Page 3 of 4
Pages
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ITEM
1
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(a)
NAME OF ISSUER: Money4Gold Holdings, Inc.
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ITEM
1
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(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: |
595 South Federal Highway, Suite 600, Boca Raton, FL 33432 | |
ITEM
2
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(a) NAME OF PERSON FILING: Whalehaven Capital Fund Limited |
ITEM
2
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(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: |
560 Sylvan Avenue, Englewood Cliffs, NJ 07632 | |
ITEM
2
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(c) CITIZENSHIP: Bermuda |
ITEM
2
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(d) TITLE OF CLASS OF SECURITIES: Common Stock, $.0001 par value |
ITEM
2
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(e) CUSIP NUMBER: 60936N102 |
ITEM
3
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IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B) OR 13D-2(B): Not applicable |
ITEM
4
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OWNERSHIP |
(a)
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AMOUNT
BENEFICIALLY OWNED: 4,400,000 Shares of Common Stock
|
|
(b)
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PERCENT OF CLASS: 5.4% | |
(c)
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NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS: |
(i)
|
SOLE
POWER TO VOTE OR DIRECT THE VOTE
|
|
4,400,000 Shares | ||
(ii)
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SHARED POWER TO VOTE OR DIRECT THE VOTE | |
0 Shares | ||
(iii)
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SOLE POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF | |
4,400,000 Shares | ||
(iv)
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SHARED POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF | |
0 Shares |
CUSIP No. 60936N102 |
13G
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Page 4 of 4
Pages
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ITEM
5
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ITEM
5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
|
Not applicable | |
ITEM
6
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OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON |
Not applicable | |
ITEM
7
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IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY |
Not applicable | |
ITEM
8
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IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF A GROUP |
Not applicable | |
ITEM
9
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NOTICE OF DISSOLUTION OF GROUP |
Not applicable |
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April
21, 2009
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(Date) | |||
/s/ Brian Mazzella | |||
(Signature) | |||
Brian Mazzella, CFO | |||
(Name/Title) |