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Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
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<SEC-DOCUMENT>0001365664-06-000036.txt : 20061101
<SEC-HEADER>0001365664-06-000036.hdr.sgml : 20061101
<ACCEPTANCE-DATETIME>20061101114535
ACCESSION NUMBER:		0001365664-06-000036
CONFORMED SUBMISSION TYPE:	SC 13D/A
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20061101
DATE AS OF CHANGE:		20061101

FILED BY:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			Buckmaster Edwin Lee
		CENTRAL INDEX KEY:			0001365664

	FILING VALUES:
		FORM TYPE:		SC 13D/A

	BUSINESS ADDRESS:	
		BUSINESS PHONE:		602-568-7020

	MAIL ADDRESS:	
		STREET 1:		5632 E. LIBBEY
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85252

SUBJECT COMPANY:	

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			CARDINAL COMMUNICATIONS, INC
		CENTRAL INDEX KEY:			0001035398
		STANDARD INDUSTRIAL CLASSIFICATION:	SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370]
		IRS NUMBER:				721346591
		STATE OF INCORPORATION:			NV
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SC 13D/A
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	005-80133
		FILM NUMBER:		061177753

	BUSINESS ADDRESS:	
		STREET 1:		390 INTERLOCKEN CRESCENT,
		STREET 2:		SUITE 900
		CITY:			BROOMFIELD,
		STATE:			CO
		ZIP:			80021
		BUSINESS PHONE:		3032855379

	MAIL ADDRESS:	
		STREET 1:		390 INTERLOCKEN CRESCENT,
		STREET 2:		SUITE 900
		CITY:			BROOMFIELD
		STATE:			CO
		ZIP:			80021

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	USURF AMERICA INC
		DATE OF NAME CHANGE:	19990714

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	INTERNET MEDIA CORP
		DATE OF NAME CHANGE:	19980729

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	MEDIA ENTERTAINMENT INC
		DATE OF NAME CHANGE:	19980729
</SEC-HEADER>
<DOCUMENT>
<TYPE>SC 13D/A
<SEQUENCE>1
<FILENAME>buckmaster.txt
<DESCRIPTION>BUCKMASTER AMENDMENT 7
<TEXT>
                        SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13D


                              (Amendment No. 7)

                          CARDINAL COMMUNICATIONS, INC.
                                (Name of Issuer)

                                  Common Stock
                         ------------------------------
                         (Title of Class of Securities)

                                   91732M105
                                   -----------
                                 (CUSIP NUMBER)

                              Debra A. Conroy, Esq.
                            Fairfield and Woods, P.C.
                              1700 Lincoln Street
                                   Suite 2400
                              Denver, Colorado 80203
                                 (303) 830-2400
            --------------------------------------------------------
            (Name, Address and Telephone Number of Person Authorized
                     to Receive Notices and Communications)

                                 October 17, 2006
             -------------------------------------------------------
             (Date of Event which Requires Filing of this Statement)

If the filing person has previously
filed a statement on Schedule 13G to
report the acquisition which 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 | |.

The information required on 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.


CUSIP No. 91732M105                  13D
- - ---------------------------------------------------------------------------
1     NAME OF REPORTING PERSONS
      I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

      Edwin Lee Buckmaster
- - ---------------------------------------------------------------------------
2     CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*               (a) |_|
                                                                      (b) |_|

- - ---------------------------------------------------------------------------
3     SEC USE ONLY

- - ---------------------------------------------------------------------------
4     SOURCE OF FUNDS

      N/A, transaction is a disposition made by bona fide gift
- - ---------------------------------------------------------------------------
5     CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
      PURSUANT TO ITEMS 2(d) OR 2(e)                                      |_|


- - ---------------------------------------------------------------------------
6     CITIZENSHIP OR PLACE OF ORGANIZATION

      United States
- - ---------------------------------------------------------------------------
               7     SOLE VOTING POWER

                     143,295,973
               --------------------------------------------------------------
  NUMBER OF    8     SHARED VOTING POWER
   SHARES
 BENEFICIALLY        0
  OWNED BY     --------------------------------------------------------------
    EACH       9     SOLE DISPOSITIVE POWER
  REPORTING
   PERSON            143,295,973
    WITH       --------------------------------------------------------------
               10    SHARED DISPOSITIVE POWER

                     0
- - ---------------------------------------------------------------------------
11    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

      143,295,973
- - ---------------------------------------------------------------------------
12    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |_|


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

      25.6%
- - ---------------------------------------------------------------------------
14    TYPE OF REPORTING PERSON

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









SCHEDULE 13D


Item 1.

Common shares of Cardinal Communications, Inc., a Nevada corporation
390 Interlocken Crescent, Suite 900
Broomfield, CO  80021


Item 2.

(a) Edwin Lee Buckmaster
(b) 5632 E. Libbey, Scottsdale, AZ  85252
(c) Retired
(d) None
(e) None
(f) United States

Item 3.

No purchase made. The transaction requiring
reporting is a disposition of securities owned
by Mr. Buckmaster.


Item 4.

Mr. Buckmaster disposed of approximately 38,700,000
shares of common stock of Cardinal through gifts to relatives.
Mr. Buckmaster disclaims beneficial ownership hereafter of all
such shares. Except as provided herein, Mr. Buckmaster has no present
plan or proposal that relates to or would result in
any of the events, actions or conditions specified
in paragraphs(a) through (j) of Item 4, Schedule 13D.

Item 5.

(a) Mr. Buckmaster is still the beneficial
owner of 143,295,973 shares of Cardinal's common stock,
which represents 25.6% based on 516,984,689 shares of
common stock outstanding as of August 10, 2006 as
represented in Cardinal's Quarterly Report Form 10-Q,
filed on August 22, 2006 and added thereto for purposes
of calculating such percentage the shares of common
stock held by Mr. Buckmaster on an as converted basis.
Mr. Buckmaster's ownership of 143,295,973 common
shares is based on ownership of 101,115,023
common shares, a convertible loan which is
exercisable into 41,904,762 shares of common stock,
a warrant which is convertible into
266,666 shares of common stock and 9,522
shares of Series B convertible preferred stock
(each share is convertible into 100 shares of
common stock). The exercisability of the warrant
and the Series B convertible preferred stock are
described in Item 6.

(b) 143,295,973
(c) On October 17, 2006, Mr. Buckmaster gifted
    the following shares of common stock through Wedbush
    Morgan Securities:

    4,300,000 shares to David Lee Buckmaster
    4,300,000 shares to Teresa Buckmaster
    4,300,000 shares to Bonnie Buckmaster
    4,300,000 shares to Dale Buckmaster
    4,300,000 shares to Duane Buckmaster
    4,300,000 shares to Kathy Buckmaster
    4,300,000 shares to Edouard Garneau
    4,300,000 shares to Denise Garneau
    4,300,000 shares to Michael Buckmaster

No consideration was paid for the transferred shares as all
transactions were bona fide gifts.  Mr. Buckmaster disclaims
beneficial ownership hereafter of such shares.

(d) None
(e) N/A

Item 6.

Convertible Loan Agreement: Pursuant to that certain
Convertible Loan Agreement, by and between Thunderbird
Management Limited Partnership, as lender ("Thunderbird"),
and Cardinal, as borrower, dated March 24, 2006 (the
"Convertible Loan"), Thunderbird loaned a total sum of $2,500,000
(the "Loan")to Cardinal in consideration for the right to convert
the principal amount of the Loan into share of Cardinal's common
stock as follows:

(a) Thunderbird may convert up to 25% of the Loan at $0.025;
(b) Thunderbird may convert up to 25% of the Loan at $0.075;
(c) Thunderbird may convert up to 25% of the Loan at $0.125;
(d) Thunderbird may convert up to 25% of the Loan at $0.175.

Warrant: Pursuant to that certain Warrant to
Purchase Common Stock, by and between
Mr. Buckmaster, as buyer, and Cardinal, as
seller, dated as of October 28, 2004, the "Warrant"),
Cardinal sold to Mr. Buckmaster warrants to purchase
up to 266,666 shares of common stock of Cardinal at
a convertible price of $0.10 per share with an
expiration date of October 28, 2006. The Warrant
may be exercised in whole or in part
at any time prior to the expiration date.

Series B Convertible Preferred Stock:  Each share
of Series B Convertible Preferred Stock
("Series B") is convertible, at the option of
the holder, into fully paid and non-assessable
shares of common stock at any time in the
holder's discretion. In the event that 60% or greater
of all of Cardinal's Series B issued as of a
particular date are proposed to be converted to,
or have been converted to, common stock, then all
of the remaining issued and outstanding Series
B shall be automatically converted into common stock.


Item 7.

The Warrant referenced in Item 6 has been previously filed with the SEC.
The Company has previously filed the Certificate of Designations
pertaining to the Series B with the SEC.




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.

Date

Signature

Name/Title

October 31, 2006                      /s/ EDWIN LEE BUCKMASTER



</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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