UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Amendment No. 6 with respect to Alan E. Densen and Anthony P. Towell
Amendment No. 3 with respect to Lawrence Densen
Under the Securities Exchange Act of 1934
EASTCO INDUSTRIAL SAFETY CORP.
(Name of Issuer)
COMMON STOCK, PAR VALUE $0.12 PER SHARE
(Title of Class of Securities)
276162 40 1
(CUSIP Number)
HOLLENBERG LEVIN SOLOMON ROSS BELSKY & DANIELS, LLP, 585 STEWART AVENUE,
GARDEN CITY, NEW YORK 11530, ATT: HERBERT W. SOLOMON, ESQ.(516) 745-6000
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
APRIL 17, 1997
(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), check the following box
[ ].
Check the following box if a fee is being paid with the statement.[ ] (A fee
is not required only if the reporting person: (1) has a previous statement
on file reporting beneficial ownership of more than five percent of the class
of securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such
class.) (See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are
to be sent.
*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 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).
<PAGE>
SCHEDULE 13D
Amendment No. 6
CUSIP No. 276162-40-1
1. Names of Reporting Persons
S.S. or I.R.S. Identification No. of Above Persons
ALAN E. DENSEN
Social Security ####-##-####
2. Check the Appropriate Box if a Member of a Group (a) [ ]
(b) [ ]
3. SEC Use Only
4. Source of Funds
OO
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
Number of Shares Beneficially Owned
by Each Reporting Person with:
------------------------------------
7. Sole Voting Power
59,282
8. Shared Voting Power
101,667
9. Sole Dispositive Power
59,282
10. Shared Dispositive Power
101,667
11. Aggregate Amount Beneficially Owned by Each Reporting Person
160,949
12. Check Box if Aggregate Amount in Row (11) Excludes Certain Shares[ ]
13. Percent of Class Represented by Amount in Row (11)
9.6%
14. Type of Reporting Person
IN
<PAGE>
SCHEDULE 13D
Amendment No. 6
CUSIP No. 276162-40-1
1. Names of Reporting Persons
S.S. or I.R.S. Identification No. of Above Persons
ANTHONY P. TOWELL
Social Security ####-##-####
2. Check the Appropriate Box if a Member of a Group (a) [ ]
(b) [ ]
3. SEC Use Only
4. Source of Funds
OO
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 KINGDOM
Number of Shares Beneficially Owned
by Each Reporting Person with:
------------------------------------
7. Sole Voting Power
146,921
8. Shared Voting Power
101,667
9. Sole Dispositive Power
146,921
10. Shared Dispositive Power
101,667
11. Aggregate Amount Beneficially Owned by Each Reporting Person
248,588
12. Check Box if Aggregate Amount in Row (11) Excludes Certain Shares[x]
13. Percent of Class Represented by Amount in Row (11)
14.8%
14. Type of Reporting Person
IN
<PAGE>
SCHEDULE 13D
Amendment No. 3
CUSIP No. 276162-40-1
1. Names of Reporting Persons
S.S. or I.R.S. Identification No. of Above Persons
c. LAWRENCE DENSEN
Social Security ####-##-####
2. Check the Appropriate Box if a Member of a Group (a) [ ]
(b) [ ]
3. SEC Use Only
4. Source of Funds
OO
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
Number of Shares Beneficially Owned
by Each Reporting Person with:
------------------------------------
7. Sole Voting Power
55,161
8. Shared Voting Power
100,000
9. Sole Dispositive Power
55,161
10. Shared Dispositive Power
100,000
11. Aggregate Amount Beneficially Owned by Each Reporting Person
155,161
12. Check Box if Aggregate Amount in Row (11) Excludes Certain Shares[ ]
13. Percent of Class Represented by Amount in Row (11)
9.2%
14. Type of Reporting Person
IN
<PAGE>
Item 1. Security and Issuer.
Common stock $0.12 par value per share(the "Common Stock") issued by
Eastco Industrial Safety Corp., with principal executive offices located at
130 West 10th Street, Huntington Station, New York (hereinafter referred to
as the "Company").
Item 2. Identity and Background.
This statement is filed by Alan E. Densen, Anthony P. Towell, and
Lawrence Densen, each a trustee under a voting trust agreement (the Voting
Trust Agreement") dated April 17, 1997 by and among Eastco Industrial Safety
Corp., Phillip Robins, Steven Robins, Alan E. Densen as trustee, Anthony P.
Towell as trustee, and Lawrence Densen as trustee. The information required
by this Item for each individual trustee is as follows:
I.
(a) Name: Alan E. Densen
(b) Business Address: 130 West 10th Street
Huntington Station, NY 11746
(c) Principal Occupation: Senior Vice-President and a
director of the Company
(d) Criminal Violations: None
(e) Securities Violations: None
(f) Citizenship: United States
II.
(a) Name: Anthony P. Towell
(b) Business Address: 130 West 10th Street
Huntington Station, NY 11746
(c) Principal Occupation: Senior Vice-President, Treasurer,
Secretary and a director of the Company
(d) Criminal Violations: None
(e) Securities Violations: None
(f) Citizenship: United Kingdom
<PAGE>
III.
(a) Name: Lawrence Densen
(b) Business Address: 130 West 10th Street
Huntington Station, NY 11746
(c) Principal Occupation: President, Chief Executive Officer and a
director of the Company
(d) Criminal Violations: None
(e) Securities Violations: None
(f) Citizenship: United States
Item 3. Source and Amount of Funds or Other Consideration.
No funds were paid by Messrs. A. Densen, A. Towell, or L. Densen as
trustees in connection with the securities which are the subject of this
Schedule. See Item 4 below for a description of the method and purpose of
acquisition of the securities which are the subject of this Schedule.
Item 4. Purpose of Transaction.
The securities which are the subject of this Schedule were acquired
pursuant to a stock exchange agreement (the "Stock Exchange Agreement") dated
April 17, 1997 by and among Eastco Glove Technologies, Inc., Eastco
Industrial Safety Corp., Steven Robins, and Phillip Robins. Pursuant to the
Stock Exchange Agreement, the Company issued 100,000 shares of its Common
Stock in exchange for all of the issued and outstanding stock of Protective
Knitting, Inc., a Minnesota corporation owned by Phillip Robins and Steven
Robins. As a condition of the closing of the Stock Exchange Agreement, the
parties consummated the Voting Trust Agreement. For a brief description of
the terms of the Voting Trust Agreement and the transactions pursuant to
which the 100,000 shares were issued, see Item 6 below.
As of the date of this Schedule, Messrs. A. Densen, A. Towell, and L.
Densen have no plans or proposals which relate to or would result in the
acquisition or disposition of the Company's securities by any person; an
extraordinary corporate transaction, such as a merger, reorganization or
liquidation, involving the Company; a sale or transfer of a material amount
of the assets of the Company; any change in the Company's present board of
directors or management, including any plans or proposals to change the
number or term of directors or to fill any existing vacancies on the board;
any material change in the Company's present capitalization or dividend
policy; any other material change in the Company's business or corporate
structure; changes in the Company's charter, bylaws or instruments
corresponding thereto or other actions which may impede the acquisition of
control of the Company by any person; causing a class of the Company's
securities to cease to be listed in an inter-dealer quotation system of a
registered national securities association; a class of the Company's equity
securities becoming eligible for termination of registration pursuant to
<PAGE>
Section 12(g)(4) of the Securities Exchange Act of 1934, as amended; or any
action similar to those enumerated in response to this item.
Item 5. Interest in Securities of the Issuer.
(a) Alan E. Densen owns beneficially 160,949 shares of the Common Stock
of the Company, or approximately 9.6% of the issued and outstanding shares of
the Common Stock of the Company. Anthony P. Towell owns beneficially 248,588
shares of the Common Stock of the Company, or approximately 14.8% of the
issued and outstanding shares of the Common Stock of the Company. Lawrence
Densen owns beneficially 155,161 shares of the Common Stock of the Company,
or approximately 9.2% of the issued and outstanding shares of the Common
Stock of the Company.
(b) (1) Alan E. Densen:
(i) Has the sole power to vote or to direct the vote of 59,282
shares of the Company's Common Stock;
(ii) Has shared power to vote or to direct the vote of 101,667
shares of the Company's Common Stock;
(iii)Has the sole power to dispose or to direct the
disposition of 59,282 shares of the Company's Common Stock;
(iv) Has shared power with his wife, Alice Densen, to direct
the vote or dispose or direct the disposition of 1,667 shares,
and shared power with Lawrence Densen and Anthony P. Towell to
direct the vote or dispose or direct the disposition of
100,000 shares.
(2) Anthony P. Towell:
(i) Has the sole power to vote or to direct the vote of
146,921 shares of the Company's Common Stock;
(ii) Has shared power to vote or to direct the vote of 101,667
shares of the Company's Common Stock;
(iii)Has the sole power to dispose or to direct the
disposition of 146,921 shares of the Company's Common Stock;
(iv) Has shared power with his wife, Jacqueline Towell, to
direct the vote or dispose or direct the disposition of 1,667
shares, and shared power with Lawrence Densen and Alan E.
Densen to direct the vote or dispose or direct the disposition
of 100,000 shares.
<PAGE>
(3) Lawrence Densen:
(i) Has the sole power to vote or to direct the vote of 55,161
shares of the Company's Common Stock;
(ii) Has shared power to vote or to direct the vote of 100,000
shares of the Company's Common Stock;
(iii)Has the sole power to dispose or to direct the
disposition of 55, 161 shares of the Company's Common Stock;
(iv) Has shared power with Alan E. Densen and Anthony P.
Towell to direct the vote or dispose or direct the disposition
of 100,000 shares.
(c) None.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings, or Relationships with
Respect to Securities of the Issuer.
Alan E. Densen, Anthony P. Towell, and Lawrence Densen are each trustees
under the Voting Trust Agreement. (The following is a brief description of
the Voting Trust Agreement, which includes information related to
contingencies the occurrence of which would give another person voting power
or investment power over securities which are the subject of this filing.
Terms used but not defined in this Item 6 have the meanings set forth in the
Voting Trust Agreement, a copy of which is included in this filing pursuant
to Item 7 hereof.) Pursuant to the terms of the Voting Trust Agreement, the
Trustees, by majority vote, for a five year period commencing April 17, 1997,
shall have the exclusive right to vote upon the shares delivered to them or
to give written consents in lieu of voting thereon, subject to any limitation
on the right to vote contained in the Certificate of Incorporation or other
certificate filed pursuant to law, in person or by proxy at all meetings of
the Company's shareholders, and in all proceedings wherein the vote or
written consent of shareholders may be required or authorized by law. The
100,000 shares were issued pursuant to the Stock Exchange Agreement, pursuant
to which the Company acquired all of the outstanding shares of Protective
Knitting, Inc. from Steven Robins and Phillip Robins, who each hold trust
certificates for 50,000 shares and have the right to sell the shares after
one year under Rule 144 at which time the shares would be released from the
trust. At the expiration of the term of the trust, the Trustees shall, upon
surrender of the trust certificates delivered pursuant to the Voting Trust
Agreement, deliver to the holders thereof shares of Common Stock of the
Company equivalent in amount to the shares represented by the trust
certificates surrendered. The death of a Trustee shall terminate his
trusteeship. Any Trustee may resign at any time and may be replaced by his
successors.
<PAGE>
Item 7. Material to be Filed as Exhibits.
The following Exhibits are filed with this Amendment:
Exhibit 1. Agreement between Messrs. A. Densen, A. Towell, and L.
Densen that this Amendment be filed on behalf of each of them.
Exhibit 2. Voting Trust Agreement dated April 17, 1997 by and among
Eastco Industrial Safety Corp., Phillip Robins, Steven Robins, Alan
E. Densen as trustee, Anthony P. Towell as trustee, and Lawrence
Densen as trustee.
<PAGE>
SIGNATURES
After reasonable inquiry, and to the best of their knowledge and belief,
the undersigned persons certify that the information set forth in this
statement is true, complete and correct.
Dated: April 24, 1997
/s/ Alan E. Densen
----------------------------
Alan E. Densen
/s/ Anthony P. Towell
----------------------------
Anthony P. Towell
/s/ Lawrence Densen
----------------------------
Lawrence Densen
<PAGE>
Exhibit 1
The undersigned individuals are each trustees under a voting trust
agreement (the "Voting Trust Agreement") dated April 17, 1997 by and among
Eastco Industrial Safety Corp., Phillip Robins, Steven Robins, Alan E. Densen
as trustee, Anthony P. Towell as trustee, and Lawrence Densen as trustee. The
undersigned hereby agree that the annexed Schedule 13D, required to be filed
with the Securities and Exchange Commission, is to be filed on behalf of each
of them as the securities referred to therein are beneficially owned by each
as trustee under the Voting Trust Agreement.
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of
the 23rd day of April, 1997.
/s/ Alan E. Densen
-----------------------
Alan E. Densen
/s/ Anthony P. Towell
-----------------------
Anthony P. Towell
/s/ Lawrence Densen
-----------------------
Lawrence Densen
<PAGE>
Exhibit 2
VOTING TRUST AGREEMENT
VOTING TRUST AGREEMENT made on the 17th day of April, 1997, by and among
Eastco Industrial Safety Corp., a New York corporation with offices at 130
West 10th Street, Huntington Sation, New York 11746 (the "Company"), parties
whose names and signatures are set forth at the end of this Agreement (the
"Shareholders"), and Alan E. Densen, Anthony P. Towell and Lawrence Densen or
their survivors and their successors in trust (the "Trustees").
WHEREAS on the date hereof, Eastco Glove Technologies, Inc., a
Minnesota corporation (and a wholly-owned subsidiary of the Company) with
offices at 130 West 10th Street, Huntington Station, New York 11746, acquired
all of the issued and outstanding shares of Protective Knitting, Inc., a
Minnesota corporation with offices at 4311 Peavey Road, Chaska, Minnesota
55318 ("PKI") pursuant to a stock exchange agreement ("Stock Exchange
Agreement") in exchange for 100,000 shares of the Company, and
WHEREAS as a condition to the closing (the "Closing") under the Stock
Exchange Agreement, and contingent upon the Closing thereto being
consummated, the parties are entering into this Agreement as a material
inducement to Eastco to proceed with and consummate the Closing; and
WHEREAS the Trustees have consented to act under this Agreement for the
purposes herein provided,
IT IS THEREFORE AGREED:
1. Transfer of Shares to Trustees. The Shareholders simultaneously with
the execution of this Agreement, shall indorse in blank and assign and
deliver their share certificates to the Trustees, who shall cause the
shares represented thereby to be transferred to them, as voting
trustees, on the books of the Company.
2. Voting Trust. The voting trust hereby created shall continue for five
years from the date hereof. Throughout such period, the Trustees, by
majority vote, shall have the exclusive right to vote upon such shares
or to give written consents in lieu of voting thereon, subject to any
limitation on the right to vote contained in the Certificate of
Incorporation or other certificate filed pursuant to law, in person or
by proxy at all meetings of the Company's shareholders, and in all
proceedings wherein the vote or written consent of shareholders may be
required or authorized by law.
3. Trust Certificates. The Trustees shall issue and deliver to each of the
Shareholders, or to his nominee, certificates for the number of shares
transferred by them to the Trustees in form substantially as follows:
<PAGE>
Trust Certificate
No. 100,000 Shares
Alan E. Densen, Lawrence Densen and
Anthony P. Towell, voting trustees of the
shares of Eastco Industrial Safety Corp.,
under an agreement dated April 17, 1997,
having received certain shares of the Company,
pursuant to such agreement, which agreement
the holder hereof by accepting this
certificate ratifies and adopts, hereby
certify that will
be entitled to receive a certificate for
fully paid common shares
of Eastco Industrial Safety Corp., of the par
value of $0.12 each, on the expiration of the
voting trust agreement, and in the meantime
shall be entitled to receive payments equal to
any dividends that may be collected by the
undersigned trustees upon a like number of
such shares held by it under the terms of the
trust agreement.
This certificate is transferable only on
the books of the undersigned Trustees by the
registered holder in person or by his duly
authorized attorney, and the holder hereof, by
accepting this certificate, manifests his
consent that the undersigned Trustees may
treat the registered holder hereof as the true
owner for all purposes, except the delivery of
share certificates, which delivery shall not
be made without the surrender hereof.
IN WITNESS WHEREOF, Alan E. Densen,
Anthony P. Towell and Lawrence Densen have
executed this certificate this 17th day of
April, 1997.
Alan E. Densen, Trustee
Anthony P. Towell, Trustee
Lawrence Densen, Trustee
4. Sale/Registration of Stock.
(a) In the event that a Shareholder desires, after one (1) year
from the date hereof, to sell its shares as authorized pursuant to Rule 144
promulgated under the Securities Act of 1933, said Shareholder shall provide
fifteen (15) days notice to the parties hereto. Upon receipt of said notice,
the Trustees shall release the shares to be sold from this Agreement and
permit their sale pursuant to Rule 144.
<PAGE>
(b) In the event that the Company intends to file a registration
statement with respect to its common stock (except on Form S-8 or any other
inappropriate form or if the underwriter objects thereto or with respect to
any existing registration to be amended), then the Company on one occasion
will give the Shareholders at least 10 days notice and if the Shareholder
states that he will be selling his shares within thirty days of the effective
date of the registration statement, then the Company at its expense except
for discounts and commissions, will include such shares in such registration
statement, provided that the Shareholder duly cooperates as required in the
filing of such registration statement.
5. Dividends. The Trustees shall collect and receive any dividends that
may accrue upon the shares subject to this Trust, and subject to
deduction as provided in paragraph 10 hereof, shall divide the same
among the trust certificate holders in proportion to the number of
shares respectively represented by their trust certificates.
6. Liability. The Trustees shall use their best judgment in voting upon
the stock held by them, but shall not be liable for the consequence of
any vote cast, or consent given by them, in good faith, and in the
absence of gross negligence.
7. Transfer at Termination. At the expiration of the term of the trust
hereby created, the Trustees shall, upon surrender of the trust
certificates, deliver to the holders thereof shares of stock of the
Company equivalent in amount to the shares represented by the trust
certificates surrendered.
8. Dissolution of Company. In the event of the dissolution or total or
partial liquidation of the Company, whether voluntary or involuntary,
the Trustees shall receive the monies, securities, rights, or property
to which the holders of the Company's capital stock deposited hereunder
are entitled, and shall distribute the same among the registered holders
of voting trust certificates in proportion to their interests, as shown
by the books of the Trustees. Alternatively, the Trustees may in their
discretion deposit such monies, securities, rights, or property with any
bank or trust company doing business in the State of New York with
authority and instructions to distribute the same as above provided, and
upon such deposit all further obligations or liabilities of the Trustees
in respect of such monies, securities, rights or property so deposited
shall cease.
9. Reorganization of Company. If the Company is merged into or
consolidated with another corporation, or all or substantially all of
its assets are transferred to another corporation, then in connection
with such transfer the term "Company" for all purposes of this Agreement
shall be deemed to include such successor corporation, and the Trustees
shall receive and hold under this Agreement any stock of such successor
corporation received on account of the ownership, as Trustees hereunder,
of the stock held hereunder prior to such merger, consolidation, and
transfer. Voting trust certificates issued and outstanding under this
Agreement at the time of such merger, consolidation or transfer may
remain outstanding, or the Trustees may, in their discretion, substitute
for such voting trust certificates new voting trust certificates in
appropriate form and the terms "stock" and "capital stock" as used
herein shall be taken to include any stock which may be received by the
Trustees in lieu of all or any part of the Company's capital stock. Any
<PAGE>
stock dividends, splits, shares issued upon any recapitalization shall
be added to this Voting Trust.
10. Rights of Trustees.
(a) Until the actual delivery to the holders of voting trust
certificates issued hereunder of stock certificates in exchange therefor, and
until the surrender of the voting trust certificates of cancellation, the
Trustees shall have the right, subject to the provisions of this paragraph
hereinafter set forth, to exercise, in person or by their nominees or
proxies, all stockholders' voting rights and powers in respect of all stock
deposited hereunder, and to take part in or consent to any corporate or
stockholders' action of any kind whatsoever. The right to vote shall include
the right to vote for the election of directors, and in favor of or against
any resolutions or proposed action of any character whatsoever, which may be
presented at any meeting or require the consent of the Company's
stockholders. Without limiting such general right, it is understood that
such action or proceeding may include, upon terms satisfactory to the
Trustees or to their nominees or proxies thereto appointed by them,
mortgaging, creating a security interest in, and pledging of all or any part
of the Company' property, the lease or sale of all or any part of its
property, for cash, securities, or other property, and the dissolution of the
Company, or its consolidation, merger, reorganization or capitalization.
(b) In voting the stock held by them hereunder, either in person or
by their nominees or proxies, the Trustees shall exercise their best judgment
to select suitable directors of the Company, and shall otherwise, insofar as
they may as a stockholder of the Company, take such part or action in respect
to the management of its affairs as they may deem necessary so as to be kept
advised on the affairs of the Company and its management.
(c) The death of a trustee shall terminate his trusteeship. Any
trustee may resign at any time and may be replaced by his successors.
11. Compensation and Reimbursement of Trustees. The Trustees shall serve
without compensation. The Trustees shall have the right to incur and
pay such reasonable expenses and charges, to employ and pay such agents,
attorneys, and counsel as they may deem necessary and proper to
effectuate this Agreement. All such expenses or charges incurred by and
due to the Trustees may be deducted from the dividends or other monies
or property received by them on the stock deposited hereunder. Nothing
herein contained shall disqualify the Trustees or successor Trustees, or
incapacitate them from serving the Company or any of its subsidiaries as
officer or director, or in any other capacity, and in any such capacity
receiving compensation.
12. Entire Agreement. This Agreement supersedes all agreements previously
made between the parties relating to its subject matter. There are no
other understandings or agreements between them.
13. Non-Waiver. No delay or failure by a party to exercise any right under
this Agreement, and no partial or single exercise of that right, shall
constitute a waiver of that or any other right, unless otherwise
expressly provided herein.
14. Headings. Headings in this Agreement or for convenience only and shall
not be used to interpret or construe its provisions.
<PAGE>
15. Governing Law. This Agreement shall be construed in accordance with and
governed by the laws of the State of New York.
16. Counterparts. This Agreement may be executed in two or more
counterparts, each of which shall be deemed an original but all of which
together shall constitute one and the same instrument.
17. Binding Effect. The provisions of this Agreement shall be binding upon
and inure to the benefit of each of the parties and their respective
legal representatives, successor and assigns.
IN WITNESS WHEREOF, the parties have signed this Agreement.
/s/ Alan E. Densen
-----------------------
Alan E. Densen, Trustee
/s/ Lawrence Densen
-----------------------
Lawrence Densen, Trustee
/s/ Anthony P. Towell
--------------------------
Anthony P. Towell, Trustee
Corporate Seal
Attest: EASTCO INDUSTRIAL SAFETY CORP.
By: /s/ Lawrence Densen
----------------------------
Lawrence Densen, President
The following Shareholders:
Address Number of Shares
/s/ Steven Robins 9743 Dorset Lane 50,000
- ----------------- Eden Prairie, MN 55347
Steven Robins
/s/ Phillip Robins 16611 Canterbury Drive 50,000
- ------------------ Minnetonka, MN 55345
Phillip Robins
