United States
                       Securities and Exchange Commission

                             Washington, D.C. 20549

                                 SCHEDULE 13D/A

                                 (Rule 13d-101)

    INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a)
             AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)

                                (Amendment No. 4)

                           GenesisIntermedia.com, Inc.
                                (Name of Issuer)

                                  Common Stock
                         (Title of Class of Securities)

                                   37184T 106
                                 (CUSIP Number)

                                Colette Johnston
                             Ultimate Holdings, Ltd.
                           13 Parliament St. Hamilton
                                  HM 12 Bermuda

                  (Name, Address and Telephone Number of Person
                Authorized to Receive Notices and Communications)

     If the filing  person has  previously  filed a statement of Schedule 13G to
report the  acquisition  that is the subject of this Schedule 13D, and is filing
this  schedule  because  of Rule  13d-1(e),  13d-1(f)  or  13d-1(g),  check  the
following box

     Note.  Schedules  filed in paper format shall include a signed original and
five copies of the schedule,  including  all exhibits.  See Rule 13d-7 for other
parties to whom copies are to be sent.


                                                                             13D
Cusip No.:  37184T 106                                               Page 2 of 7
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(1)      NAME  OF REPORTING PERSONS
         I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

         Ultimate Holdings, Ltd., a Bermuda limited company.
--------------------------------------------------------------------------------
(2)      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*    (a)  [  ]
                                                              (b)  [  ]
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(3)      SEC USE ONLY

--------------------------------------------------------------------------------
(4)      SOURCE OF FUNDS*  WC, BK

--------------------------------------------------------------------------------
(5)      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
         ITEM 2(d) or 2(e)

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(6)      CITIZENSHIP OR PLACE OF ORGANIZATION
         Bermuda
--------------------------------------------------------------------------------
  NUMBER OF             (7)  SOLE VOTING POWER

   SHARES                        2,138,634
                        --------------------------------------------------------
BENEFICIALLY            (8)  SHARED VOTING POWER

  OWNED BY                       None
                        --------------------------------------------------------
    EACH                (9)  SOLE DISPOSITIVE POWER

 REPORTING                       2,138,634
                        --------------------------------------------------------
PERSON WITH            (10)  SHARED DISPOSITIVE POWER

                                 None
--------------------------------------------------------------------------------
(11)     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
           2,138,634
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(12)     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*

--------------------------------------------------------------------------------
(13)     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)   33%

--------------------------------------------------------------------------------
(14)     TYPE OF REPORTING PERSON*   CO

--------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!

CUSIP No.: 37184T 106                                                       13D
                                                                    Page 3 of 7
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Item 1.       Security and Issuer.

     This  statement  constitutes  Amendment No. 4 to the original  statement on
Schedule 13D filed with the Securities and Exchange  Commission on May 14, 2000,
as amended by Amendment  No. 1 which was filed on August 14, 2000 and  Amendment
No. 2 which was filed on September 15, 2000, and Amendment No. 3 which was filed
on November 13, 2000, in connection with shares of common stock, $.001 par value
per share, of GenesisIntermedia.com,  Inc., a Delaware corporation. The Issuer's
principal  executive offices are located at 5805 Sepulveda Blvd., 8th Floor, Van
Nuys, CA 91411.  Unless otherwise stated herein, the Schedule 13D, as previously
filed, remains in full force and effect.

Item 2.       Identity and Background.

     (a)  Name:  Ultimate Holdings,  Ltd., a Bermuda limited company ("Reporting
          Person").

     (b)  Address  of  Principal  Office:  13  Parliament  St.  Hamilton,  HM 12
          Bermuda.

     (c)  Principal Business: Reporting Person's principal business is investing
          in technology and telecommunication companies.

     (d)  During  the  last  five  years,   neither  Reporting  Person  nor  its
          beneficial owners,  directors and/or officers, has been convicted in a
          criminal   proceeding   (excluding   traffic   violations  or  similar
          misdemeanors).

     (e)  During the last five years,  neither  the  Reporting  Person,  nor its
          beneficial owners,  directors and/or officers,  was a party to a civil
          proceeding  of  a  judicial  or   administrative   body  of  competent
          jurisdiction and as a result of such proceeding was or is subject to a
          judgment,  decree,  or final order enjoining future  violations of, or
          prohibiting  or  mandating  activities  subject  to  federal  or state
          securities laws or finding any violation with respect to such laws.

     (a)  Name: Adnan Kashoggi

     (b)  Address of Principal Office: c/o Alnaser Trading Industries,  P.O. Box
          6, Rayd, Saudia Arabia

     (c)  Present Occupation: Director and President of Reporting Person.

     (d)  During  the  last  five  years,   neither  Reporting  Person  nor  its
          beneficial owners,  directors and/or officers, has been convicted in a
          criminal   proceeding   (excluding   traffic   violations  or  similar
          misdemeanors).

     (e)  During the last five years,  neither  the  Reporting  Person,  nor its
          beneficial owners,  directors and/or officers,  was a party to a civil
          proceeding  of  a  judicial  or   administrative   body  of  competent
          jurisdiction and as a result of such proceeding was or is subject to a
          judgment,  decree,  or final order enjoining future  violations of, or
          prohibiting  or  mandating  activities  subject  to  federal  or state
          securities laws or finding any violation with respect to such laws.

CUSIP No.: 37184T 106                                                       13D
                                                                    Page 4 of 7
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     (a)  Name: Gail E. Chamberlain

     (b)  Address of Principal  Office:  c/o Milner  House,  18  Parliament  St.
          Hamilton, HM 12 Bermuda.

     (c)  Present Occupation: Director of Reporting Person.

     (d)  During  the  last  five  years,   neither  Reporting  Person  nor  its
          beneficial owners,  directors and/or officers, has been convicted in a
          criminal   proceeding   (excluding   traffic   violations  or  similar
          misdemeanors).

     (e)  During the last five years,  neither  the  Reporting  Person,  nor its
          beneficial owners,  directors and/or officers,  was a party to a civil
          proceeding  of  a  judicial  or   administrative   body  of  competent
          jurisdiction and as a result of such proceeding was or is subject to a
          judgment,  decree,  or final order enjoining future  violations of, or
          prohibiting  or  mandating  activities  subject  to  federal  or state
          securities laws or finding any violation with respect to such laws.

     (a)  Name: Ernest A. Morrison

     (b)  Address  of  Principal  Office:  13  Parliament  St.  Hamilton,  HM 12
          Bermuda.

     (c)  Present Occupation: Director and Vice-President of Reporting Person.

     (d)  During  the  last  five  years,   neither  Reporting  Person  nor  its
          beneficial owners,  directors and/or officers, has been convicted in a
          criminal   proceeding   (excluding   traffic   violations  or  similar
          misdemeanors).

     (e)  During the last five years,  neither  the  Reporting  Person,  nor its
          beneficial owners,  directors and/or officers,  was a party to a civil
          proceeding  of  a  judicial  or   administrative   body  of  competent
          jurisdiction and as a result of such proceeding was or is subject to a
          judgment,  decree,  or final order enjoining future  violations of, or
          prohibiting  or  mandating  activities  subject  to  federal  or state
          securities laws or finding any violation with respect to such laws.

     (a)  Name: Helen Adderlely

     (b)  Address  of  Principal  Office:  13  Parliament  St.  Hamilton,  HM 12
          Bermuda.

     (c)  Present Occupation: Director of Reporting Person.

     (d)  During  the  last  five  years,   neither  Reporting  Person  nor  its
          beneficial owners,  directors and/or officers, has been convicted in a
          criminal   proceeding   (excluding   traffic   violations  or  similar
          misdemeanors).

     (e)  During the last five years,  neither  the  Reporting  Person,  nor its
          beneficial owners,  directors and/or officers,  was a party to a civil
          proceeding  of  a  judicial  or   administrative   body  of  competent
          jurisdiction and as a result of such proceeding was or is subject to a
          judgment,  decree,  or final order enjoining future  violations of, or
          prohibiting  or  mandating  activities  subject  to  federal  or state
          securities laws or finding any violation with respect to such laws.

CUSIP No.: 37184T 106                                                       13D
                                                                    Page 5 of 7
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     (a)  Name: Colette M. Johnston

     (b)  Address  of  Principal  Office:  13  Parliament  St.  Hamilton,  HM 12
          Bermuda.

     (c)  Present Occupation: Secretary of Reporting Person.

     (d)  During  the  last  five  years,   neither  Reporting  Person  nor  its
          beneficial owners,  directors and/or officers, has been convicted in a
          criminal   proceeding   (excluding   traffic   violations  or  similar
          misdemeanors).

     (e)  During the last five years,  neither  the  Reporting  Person,  nor its
          beneficial owners,  directors and/or officers,  was a party to a civil
          proceeding  of  a  judicial  or   administrative   body  of  competent
          jurisdiction and as a result of such proceeding was or is subject to a
          judgment,  decree,  or final order enjoining future  violations of, or
          prohibiting  or  mandating  activities  subject  to  federal  or state
          securities laws or finding any violation with respect to such laws.

     (a)  Name: Alison Chadwick

     (b)  Address  of  Principal  Office:  18  Parliament  St.  Hamilton,  HM 12
          Bermuda.

     (c)  Present Occupation: Assistant Secretary of Reporting Person.

     (d)  During  the  last  five  years,   neither  Reporting  Person  nor  its
          beneficial owners,  directors and/or officers, has been convicted in a
          criminal   proceeding   (excluding   traffic   violations  or  similar
          misdemeanors).

     (e)  During the last five years,  neither  the  Reporting  Person,  nor its
          beneficial owners,  directors and/or officers,  was a party to a civil
          proceeding  of  a  judicial  or   administrative   body  of  competent
          jurisdiction and as a result of such proceeding was or is subject to a
          judgment,  decree,  or final order enjoining future  violations of, or
          prohibiting  or  mandating  activities  subject  to  federal  or state
          securities laws or finding any violation with respect to such laws.

Item 3.       Source and Amount of Funds or Other Considerations.

     Reporting  Person  made  the  various  purchases  listed  in Item 5 of this
Schedule 13D for an aggregate amount of $1,985,580.  The source of the funds for
these purchases were working  capital of Reporting  Person as well as loans made
in the  ordinary  course of business by Deutche Bank  pursuant to an  open-ended
line of credit with interest calculated 9.5% per annum.

Item 5.       Interest in Securities of Issuer.

     (c)  The following purchases were made on the Nasdaq open market subsequent
          to the  Schedule  13D and  Amendment  No. 4 to the Schedule 13D on the
          following dates:

CUSIP No.: 37184T 106                                                       13D
                                                                    Page 6 of 7
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       Shares Purchased                                                        Transaction Date
                                    Shares Sold       Exercise Price

     ----------------------     ----------------   ----------------------     -------------------
                                                      

                    40,000                                       $18.062                11/17/00
                    40,000                                       $18.031                11/21/00
                    30,000                                       $18.062                11/29/00

                   110,000



CUSIP No.: 37184T 106                                                       13D
                                                                    Page 7 of 7
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                                   SIGNATURES

After  reasonably  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.

Dated:  December 28, 2000             ULTIMATE HOLDINGS, LTD.


                                      By:  /s/ Colette Johnston
                                         __________________________
                                            Colette Johnston
                                            Title: Manager