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UNITED STATES
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(h) of the Investment Company Act of 1940

Name and Address of Reporting
Person*

Date of Event Requiring Statement
(Month/Day/Year)

I.R.S. Identification Number of Reporting
Person, if an entity (Voluntary)

Sercap Holdings, LLC

(Last) (First) (Middle)

04/01/2003

P.O. Box 723128

(Street)

Issuer Name and Ticker or Trading Symbol

Relationship of Reporting Person(s)
to Issuer (Check All Applicable)

Brainworks Ventures Inc. "BRAV"

Director

10% Owner

Officer (give title below)

If Amendment, Date of Original
(Month/Day/Year)

Other (specify below)

Atlanta, Georgia 31139

(City) (State) (Zip)

Individual or Joint/Group Filing
(Check Applicable Line)

Form Filed by One Reporting Person

Form Filed by More than One Reporting Person

Reminder:		Report on a separate line for each class of securities beneficially owned directly or indirectly.

*		If the form is filed by more than one reporting person, see Instruction 5(b)(v).


Table I — Non-Derivative Securities Beneficially Owned

1.	Title of Security (Instr. 4)	2.	Amount of Securities Beneficially Owned (Instr. 4)		3.	Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4.	Nature of Indirect Beneficial Ownership (Instr. 5)

	Common Stock			19,344,617		D

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Table II — Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

Title of Derivative
Security
(Instr. 4)

Date Exercisable and
Expiration Date
(Month/Day/Year)

Title and Amount of Securities
Underlying Derivative Security
(Instr. 4)

Conversion or
Exercise Price
of Derivative
Security

Ownership Form of
Derivative Security:
Direct (D) or Indirect (I)
(Instr. 5)

Nature of
Indirect
Beneficial
Ownership
(Instr. 5)

Date
Exer-
cisable

Expi-
ration
Date

Title

Amount
or
Number
of Shares

Explanation of Responses:

/s/ Lawrence Stumbaugh		April 11, 2003
**Signature of Reporting Person Lawrence Stumbaugh, President		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 is insufficient, see Instruction 6 for procedure.

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SERCAP HOLDINGS LLC 3