UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
 
 
 
Copytele Inc.
 
 
(Name of Issuer)
 
 
 
 
 
Common Stock
 
 
(Title of Class of Securities)
 
 
 
 
 
217721 10 9
 
 
(CUSIP Number)
 
 
 
 
 
November 2, 2007
 
 
(Date of Event Which Requires Filing of this Statement)
 


Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o    Rule 13d-1(b)

x    Rule 13d-1(c)

o    Rule 13d-1(d)

*
The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 


CUSIP NO. 217721 10 9  
13G
Page 2 of 2 Pages
   
1
NAMES OF REPORTING PERSONS
 
Mars Overseas Limited
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)   o
(b)  x
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Cayman Islands
 
 
NUMBER OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
 
5
SOLE VOTING POWER
20,000,000 shares
6
SHARED VOTING POWER
None
7
SOLE DISPOSITIVE POWER
20,000,000 shares
8
SHARED DISPOSITIVE POWER
None
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,000,000 shares
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
Not applicable.
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
15.8% (based on 106,911,315 shares outstanding on September 20, 2007 (as represented to the Reporting Person by the Issuer), plus the 20,000,000 shares acquired by the Reporting Person from the Issuer on November 6, 2007)
12
TYPE OF REPORTING PERSON
CO
 

 
Item 1(a).
Name of Issuer:
 
Copytele Inc. (the “Issuer”)
 
Item 1(b).
Address of Issuer's Principal Executive Offices:
 
900 Whitman Road, Melville, NY 11747
 
Item 2(a).
Name of Person Filing:
 
Mars Overseas Limited (the “Company”)
 
Item 2(b).
Address of Principal Business Office or, if None, Residence:
 
P.O. Box 309 , GI Ugland House, South Church Street, George Town, Grand Cayman, Cayman Islands
 
Item 2(c).
Citizenship:
 
Cayman Islands
 
Item 2(d).
Title of Class of Securities:
 
        This statement on Schedule 13G is being filed with respect to Common Stock, par value $0.01 per share (the “Common Stock”), of the Issuer.
 
Item 2(e).
CUSIP Number:
217721 10 9
   
Item 3.
If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a: Not Applicable
 
  (a) o Broker or dealer registered under Section 15 of the Exchange Act.
       
  (b) o Bank as defined in Section 3(a)(6) of the Exchange Act.
       
 
(c)
o
Insurance company as defined in Section 3(a)(19) of the Exchange Act.
 
 
(d)
o
Investment company registered under Section 8 of the Investment Company Act.
 
 
(e)
o
An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E).
 
 
(f)
o
An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F).
 
 
(g)
o
A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G).
 
 
(h)
o
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act.
 
 
(i)
o
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act.
       
  (j)
o
Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
 

 
Item 4.  Ownership
 
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
 
(a) Amount Beneficially owned: 20,000,000 shares of Common Stock of the Issuer.
 
(b) Percent of Class: 15.8%.
 
The information provided under this section is based on 106,911,315 shares of Common Stock represented by the Issuer to be issued and outstanding as of September 20, 2007, plus the 20,000,000 shares of Common Stock acquired by the Company from the Issuer on November 6, 2007 to which this Schedule 13G relates.
 
(c) Number of shares as to which such person has:

(i)
sole power to vote or to direct the vote: 20,000,000
   
(ii)
shared power to vote or to direct the vote: 0
   
(iii)
sole power to dispose or to direct the disposition of: 20,000,000
   
(iv)
shared power to dispose or to direct the disposition of: 0
 
Item 5.  Ownership of Five Percent or Less of a Class
 
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ].
 
Not Applicable
 
Item 6.  Ownership of More than Five Percent on Behalf of Another Person
 
Not Applicable
 
Item 7.     Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent
   Holding Company
 
Not Applicable
 
Item 8.  Identification and Classification of Members of the Group
 
Not Applicable
 
Item 9.  Notice of Dissolution of Group
 
Not Applicable
 
Item 10.    Certification
 
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
 
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SIGNATURE
 
After reasonable 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.
 
   
November 9, 2007
(Date)
     
    Mars Overseas Limited
 
 
 
 
 
 
    /s/ Pradipkumar Dhoot
 
By: Pradipkumar Dhoot
  Title: Director