SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. )*
United Shipping & Technology, Inc.
(Name of Issuer)
Common Stock, par value $.004
(Title of Class of Securities)
911498103
(CUSIP Number)
Thomas F. Steichen, Esq.
Briggs and Morgan, P.A.
2400 IDS Center
Minneapolis, MN 55402
(612) 334-8656
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
September 1, 1998
(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(b)(3) or (4), check the following box [ ].
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*The remainder of this cover page shall be filed 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
disclosures provided in a prior cover page.
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 (however, see the
Notes).
(Continued on following page(s))
<PAGE>
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CUSIP No. 911498103 13D Page 2 of 6 Pages
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- -------- -----------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Richard Neslund and Mabeth Neslund
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
PF
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(D) OR 2(E) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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7 SOLE VOTING POWER
1,120,900 shares of Common Stock.
NUMBER OF -------- -----------------------------------------
SHARES 8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY
EACH
REPORTING -------- -----------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH
1,184,233 shares of Common Stock, 63,333
shares of which are represented by
warrants to purchase Common Stock.
-------- -----------------------------------------
10 SHARED DISPOSITIVE POWER
- -------- -----------------------------------------------------------------------
1 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1
1,184,233 shares of Common Stock, 63,333 shares of which are
represented by warrants to purchase Common Stock.
- -------- -----------------------------------------------------------------------
1 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
2 [ ]
- -------- -----------------------------------------------------------------------
1 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3
9.1 % of Common Stock
- -------- -----------------------------------------------------------------------
1 TYPE OF REPORTING PERSON*
4
IN
- -------- -----------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Item 1: Security and Issuer
The name of the issuer is United Shipping & Technology, Inc.
(the "Issuer") and the address of its principal office is 9850
51st Avenue North, Suite 110, Minneapolis, Minnesota, 55442.
The title of the class of equity security to which this
statement relates is Common Stock. The Reporting Persons (as
defined herein) beneficially own 1,184,233 shares of Common
Stock.
Item 2: Identity and Background
(a) This statement is filed jointly by Richard Neslund and Mabeth
Neslund, who affirm that they do not constitute a group
(together, the "Reporting Persons").
(b) Richard Neslund and Mabeth Neslund
15210 Wayzata Blvd.
Wayzata, MN 55391
(c) Mr. Neslund is President of Park Avenue of Wayzata, Inc. The
address of the principal office of Park Avenue of Wayzata,
Inc., is 15210 Wayzata Blvd., Wayzata, Minnesota 55391.
(d) Neither of the Reporting Persons has, during the last five
years, been convicted in a criminal proceeding (excluding
traffic violations or similar misdemeanors).
(e) Neither of the Reporting Persons has, during the last five
years, been 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 further violation, or prohibiting
activities subject to federal or state securities laws or
finding any violation of such laws.
(f) Both of the Reporting Persons are citizens of the United
States.
Item 3: Source and Amount of Funds or Other Consideration
Not applicable.
<PAGE>
Item 4: Purpose of Transaction
The Reporting Persons acquired the shares of Common Stock of
the Issuer reported herein for investment purposes. The
Reporting Persons reserve the right to purchase additional
shares or to sell shares if they deem such action to be in
their best interest. The Reporting Persons do not have any
specific plans or proposals respecting extraordinary corporate
transactions effecting the Issuer, sale or transfer of its
assets, changes in its board of directors or management,
capitalization, dividend policy, business or corporate
structure, charter or bylaws or instruments corresponding
thereto, the listing of the Issuer's securities, a class of
equity securities becoming eligible for termination of
registration, or similar actions.
Item 5: Interest in Securities of the Issuer
(a) As of October 12, 1999 the Reporting Persons beneficially own
1,184,233 shares of Common Stock, 188,333 shares of which are
represented by warrants to purchase Common Stock. These shares
represent 9.1 % of the Common Stock of the Issuer.
(b) The Reporting Persons have the sole power to vote or to direct
the vote of 1,120,900 shares of Common Sock and the sole power
to dispose or to direct the disposition of 1,184,233 shares of
Common Stock of the Issuer, 63,333 shares of which are
represented by warrants to purchase Common Stock.
(c) The Reporting Persons acquired 1,900 shares of Common Stock of
the Issuer through a market purchase on July 30, 1999.
Following the purchase the Reporting Persons beneficially
owned 1,054,233 shares of Common Stock.
The Reporting Persons acquired a total of 27,500 shares of
Common Stock of the Issuer through five separate market
purchases each occurring on August 4, 1999. Following the
purchases, the Reporting Persons beneficially owned 1,081,733
shares of Common Stock.
The Reporting Persons acquired 2,500 shares of Common Stock of
the Issuer through a market purchase on August 11, 1999.
Following the purchase the Reporting Persons beneficially
owned 1,084,233 shares of Common Stock.
The Reporting Persons acquired 100,000 shares of Common Stock
of the Issuer through a private placement on August 12, 1999.
Following the purchase, the Reporting Persons beneficially
owned 1,184,233 shares of Common Stock.
The Reporting Persons exercised a Common Stock Purchase
Warrant on October 12, 1999 for 125,000 shares of Common Stock
at an exercise price of $1.75 per share. Following the
exercise, the Reporting Persons beneficially owned 1,184,233
shares of Common Stock.
(d) Not applicable.
(e) Not applicable.
<PAGE>
Item 6: Contracts, Arrangements, Understandings or Relationships With
Respect to Securities of the Issuer
Not applicable.
Item 7: Material to be Filed as Exhibits
Not applicable.
<PAGE>
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: September 20, 1999
/s/ Richard Neslund
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Richard Neslund
/s/ Mabeth Neslund
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Mabeth Neslund
