CHROMALINE CORP
SC 13G, 2000-02-14
PHOTOGRAPHIC EQUIPMENT & SUPPLIES
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                  SCHEDULE 13G

                    UNDER THE SECURITIES EXCHANGE ACT OF 1934

                        (AMENDMENT NO. _______________)*


                           The Chromaline Corporation
- --------------------------------------------------------------------------------
                                (Name of Issuer)

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

                                    171088107
- --------------------------------------------------------------------------------
                                 (CUSIP Number)

                                    12-31-99
- --------------------------------------------------------------------------------
             (Date of Event Which Requires Filing of this Statement)

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

         [ ] Rule 13d-1(b)

         [ ] Rule 13d-1(c)

         [X] 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).


POTENTIAL PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF INFORMATION
CONTAINED IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS THE FORM DISPLAYS A
CURRENTLY VALID OMB CONTROL NUMBER.

                                  Page 1 of 5

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- -----------------------
CUSIP NO. 171088107                   13G
- -----------------------

- --------------------------------------------------------------------------------
    1      NAMES OF REPORTING PERSONS
           I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).

                    H. Leigh Severance
- --------------------------------------------------------------------------------
    2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                                         (a) [ ]
                    not applicable
                                                                         (b) [ ]
- --------------------------------------------------------------------------------
    3      SEC USE ONLY

- --------------------------------------------------------------------------------
    4      CITIZENSHIP OR PLACE OF ORGANIZATION

                    United States

- --------------------------------------------------------------------------------
                                        5      SOLE VOTING POWER
                                                        126,711
             NUMBER OF               ------------------------------------------
              SHARES                    6      SHARED VOTING POWER
           BENEFICIALLY
             OWNED BY
               EACH                                     0
             REPORTING               ------------------------------------------
              PERSON                    7      SOLE DISPOSITIVE POWER
               WITH:

                                                        126,711
                                     ------------------------------------------
                                        8      SHARED DISPOSITIVE POWER
                                                        0
- --------------------------------------------------------------------------------
    9      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
                    126,711
- --------------------------------------------------------------------------------
   10      CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
                    n/a
- --------------------------------------------------------------------------------
   11      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
                    9.8%
- --------------------------------------------------------------------------------
   12      TYPE OF REPORTING PERSON*
                    IN
- --------------------------------------------------------------------------------
                      *SEE INSTRUCTION BEFORE FILLING OUT!


                                  Page 2 of 5

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ITEM 1.

          (a)  Name of Issuer

               The Chromaline Corporation

          (b)  Address of Issuer's Principal Executive Offices

               4832 Grand Avenue
               Duluth, MN  55807

ITEM 2.

          (a)  Name of Person Filing

               H. Leigh Severance

          (b) Address of Principal Business Office or, if none, Residence

               100 Filmore Street, Suite 300
               Denver, CO  80206

          (c)  Citizenship

               United States

          (d)  Title of Class of Securities

               Common Stock

          (e)  CUSIP Number

               171088107

ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO SECTIONS 240.13d-1(b) OR
240.13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:

          (a) [ ]Broker or dealer registered under section 15 of the Act.

          (b) [ ]Bank as defined in section 3(a)(6) of the Act.

          (c) [ ]Insurance company as defined in section 3(a)(19) of the Act.

          (d) [ ]Investment company registered under section 8 of the Investment
                 Company Act of 1940.

          (e) [ ]An investment adviser in accordance with section
                 240.13d-1(b)(1)(ii)(E).

          (f) [ ]An employee benefit plan or endowment fund in accordance with
                 section 240.13d-1(b)(1)(ii)(F).

          (g) [ ]A parent holding company or control person in accordance with
                 section 240.13d-1(b)(1)(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
                 Investment Company Act of 1940.

          (j) [ ]Group, in accordance with section 240.13d-1(b)(1)(ii)(J).


                                  Page 3 of 5

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ITEM 4.   OWNERSHIP

          (a)  Amount Beneficially Owned

               126,711

          (b)  Percent of Class

               9.8%

          (c) Number of shares as to which such person has:

                (i)  Sole power to vote or to direct the vote

                      126,711

               (ii) Shared power to vote or to direct the vote

                      0

              (iii) Sole power to dispose or to direct the disposition of

                      126,711

               (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

          Not Applicable


                                  Page 4 of 5

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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.

                                     February 11, 2000
              -----------------------------------------------------------------
                                            Date

                                    /s/ H. Leigh Severance
              -----------------------------------------------------------------
                                      Signature

                                      H. Leigh Severance
              -----------------------------------------------------------------
                                        Name/Title

          The original statement shall be signed by each person on whose behalf
the statement is filed or his authorized representative. If the statement is
signed on behalf of a person by his authorized representative other than an
executive officer or general partner of the filing person, evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.

NOTE: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. SEE section 240.13d-7 for other
parties for whom copies are to be sent.

          ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE
FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001)


                                  Page 5 of 5


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