3 1 b311242_form3.txt INITIAL STATEMENT U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 3 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940 1. Name and Address of Reporting Person* Toporek, Richard * (Last) (First) (Middle) 90 Jericho Turnpike (Street) Floral Park, NY 11001 (City) (State) (Zip) 2. Date of Event Requiring Statement (Month/Day/Year) June 12, 2000 3. I.R.S. Identification Number of Reporting Person, if an entity (voluntary) 4. Issuer Name and Ticker or Trading Symbol Royal Acceptance Corporation 5. Relationship of Reporting Person to Issuer (Check all applicable) /x/ Director /x/ 10% Owner /x/ Officer (give title below) / / Other (specify below) Secretary 6. If Amendment, Date of Original (Month/Day/Year) 7. Individual or Joint/Group Reporting (Check applicable line) /x/ Form filed by One Reporting Person / / Form filed by More than One Reporting Person * If the Form is filed by more than one Reporting Person, see instruction 5(b)(v).

Explanation of Responses: * Richard Toporek owns these shares beneficially solely by virtue of his status as the general partner of Alliance Holding Limited Partnership. He disclaims beneficial ownership of such shares. /s/ Richard Toporek April 20, 2001 --------------------------------------- -------------------------- **Signature of Reporting Person Date ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). Note: File three copies of this Form, one of which must be manually signed. If space provided is insufficient, See instruction 6 for procedure.

ROYAL ACCEPTANCE CORP 3