SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN
STATEMENTS FILED PURSUANT TO
RULES 13d-1(b)(c), AND (d) AND
AMENDMENTS THERETO FILED
PURSUANT TO 13d-2(b)
(Amendment No. __)(1)
NM Holdings, Inc. (f/k/a Nutrition Medical, Inc.)
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(Name of Issuer)
Common Stock, $.04 par value per share
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(Title of Class of Securities)
67065C 10 4
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(CUSIP Number)
November 11, 1998 (27,050 shares)
December 15, 1998 (59,000 shares)
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(Date of Events Which Require Filing of this Statement)
Check the appropriate box to designate rule pursuant to which this Schedule is
filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
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(1) 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 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).
<PAGE>
CUSIP No. 67065C 10 4 13G Page 2 of 5 Pages
1. NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Betty L. Johnson
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
NUMBER 5. SOLE VOTING POWER 86,050
OF SHARES
BENEFICIALLY 6. SHARED VOTING POWER 0
OWNED BY EACH
REPORTING 7. SOLE DISPOSITIVE POWER 86,050
PERSON WITH
8. SHARED DISPOSITIVE POWER 0
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
86,050
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.3%
12. TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP No. 67065C 10 4 13G Page 3 of 5 Pages
Item 1(a). Name of Issuer:
NM Holdings, Inc. (f/k/a Nutrition Medical, Inc.)
Item 1(b). Address of Issuer's Principal Executive Offices:
9850 51st Avenue N.
Suite 110
Minneapolis, Minnesota 55442
Item 2(a). Name of Person Filing:
See Item 1 on cover page.
Item 2(b). Address of Principal Business Office or, if None, Residence:
c/o Miller, Johnson & Kuehn, Incorporated
5500 Wayzata Boulevard
Suite 800 - Eighth Floor
Minneapolis, Minnesota 55416
Item 2(c). Citizenship:
See Item 4 on cover page.
Item 2(d). Title of Class of Securities:
Common Stock, $.04 par value per share.
Item 2(e). CUSIP Number:
See cover page.
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:
(a) [ ] Broker or dealer registered under Section 15 of
the Exchange Act.
(b) [ ] Bank as defined in Section 3(a)(6) of the
Exchange Act.
(c) [ ] Insurance company as defined in Section
3(a)(19) of the Exchange Act.
(d) [ ] Investment company registered under Section 8
of the Investment Company Act.
(e) [ ] An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in
accordance with Rule 13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in
accordance with Rule 13d-1(b)(ii)(G);
(h) [ ] A savings association as defined in Section
3(b) of the Federal Deposit Insurance Act;
(i) [ ] A church plan that is excluded from the
definition of an investment company under
Section 3(c)(14) of the Investment Company Act;
<PAGE>
CUSIP No. 67065C 10 4 13G Page 4 of 5 Pages
(j) [ ] Group, in accordance with Rule
13d-1(b))(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c), check
this box. [X]
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.
<TABLE>
<S> <C> <C>
(a) Amount beneficially owned:
86,050
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(b) Percent of class:
6.3%
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(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote 86,050
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(ii) Shared power to vote or to direct the vote 0
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(iii) Sole power to dispose or to direct the disposition of 86,050
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(iv) Shared power to dispose or to direct the disposition of 0
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</TABLE>
Item 5. Ownership of Five Percent or Less of a Class.
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. Certifications.
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.
<PAGE>
CUSIP No. 67065C 10 4 13G Page 5 of 5 Pages
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.
Dated: February 11, 1999
/s/ Betty L. Johnson
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Betty L. Johnson
