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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D
Under the Securities Exchange Act of 1934
(Amendment No ___)*
Datakey, Inc.
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(Name of Issuer)
Common Stock, $.05 Par Value
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(Title of Class of Securities)
237909 10 6
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(CUSIP Number)
Thomas G. Lovett IV
Lindquist & Vennum P.L.L.P.
4200 IDS Center
80 South Eighth Street
Minneapolis, Minnesota 55402
Telephone: (612) 371-3273
Fax Number: (612) 371-3207
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
October 29, 1999
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(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 that is the subject of this Schedule 13D, and is filing this
schedule because of ss.240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box [_].
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 13d-7 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 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).
(Continued on following page(s))
Page 1 of 6 Pages
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CUSIP No. 23709 10 6 13D Page 2 of 6 Pages
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1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOs. OF ABOVE PERSONS (entities only)
Raymond A. Lipkin
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions) (a) [_]
(b) [_]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS (see instructions)
PF
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5 CHECK 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
Raymond A. Lipkin is a citizen of the United States.
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7 SOLE VOTING POWER
NUMBER OF 469,000
SHARES ---------------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY -0-
EACH ---------------------------------------------------------
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON 469,000
WITH: ---------------------------------------------------------
10 SHARED DISPOSITIVE POWER
-0-
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
469,000
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12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [_]
CERTAIN SHARES (see instructions)
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.3%
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14 TYPE OF REPORTING PERSON (see instructions)
IN
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ITEM 1. Security and Issuer
This statement relates to shares of the common stock, par value $0.05 per
share (the "Common Stock"), of Datakey, Inc., a Minnesota Corporation (the
"Issuer"), whose principal executive offices are located at 407 West Travelers
Trail, Burnsville, Minnesota 55337-2554.
ITEM 2. Identity and Background
(a) Name. This statement is being filed by Raymond A. Lipkin.
(b) Address: Mr. Lipkin's address is 161 Ferndale Avenue South, Wayzata,
Minnesota 55391.
(c) Mr. Lipkin is retired. He was previously employed as an investment
advisor.
(d) During the last five years, Mr. Lipkin has not been convicted in a
criminal proceeding (excluding traffic violations or similar
misdemeanors)
(e) During the last five years, Mr. Lipkin has not been a party to any
civil proceeding of a judicial or administrative body of competent
jurisdiction as a result of which he was or is subject to a
judgment, decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or state
securities laws or finding of any violation with respect to such
laws.
(f) Citizenship. Mr. Lipkin is a citizen of the United States.
ITEM 3. Source And Amount of Funds or Other Consideration
The Common Stock and Warrants of the Issuer acquired by Mr. Lipkin
during the past six months were purchased for cash, in open market
transactions and private placements by the Issuer, using personal funds.
These securities are in addition to Mr. Lipkin's previous holdings of
66,000 shares of Common Stock and 22,000 Warrants for purchase of Common
Stock of the Issuer.
ITEM 4. Purpose of Transaction
Mr. Lipkin acquired the shares of Common Stock and Warrants for purchase
of Common Stock reported on this Schedule 13D for personal investment
purposes. Mr. Lipkin has no present plans or intentions that would
result in or relate to any of the transactions described in
subparagraphs (a) through (j) of Item 4 of Schedule 13D.
Page 3 of 6 Pages
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ITEM 5. Interest in Securities of the Issuer
(a) As of the date of this filing, Mr. Lipkin beneficially owns 469,000
shares of Common Stock, including 182,000 Warrants exercisable
within 60 days for purchase of shares of Common Stock, representing
approximately 9.3% of the outstanding shares of Common Stock of the
Issuer. This percentage is based upon 4,851,772 shares of Common
Stock outstanding, as reported by Company's Chief Financial Officer
at November 4, 1999.
(b) Mr. Lipkin has sole power to vote or to direct the vote and the sole
power to dispose or to direct the disposition of the shares.
(c) Transactions in the Common Stock effected by Mr. Lipkin in the last
60 days are described on the attached Appendix A and incorporated
herein by reference. All such transactions were purchases effected
in the open market or as a result of private placements by the
Issuer.
(d) Not applicable.
(e) Not applicable.
ITEM 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer
Mr. Lipkin does not have any contracts, arrangements, understandings or
relationships (legal or otherwise) with any person with respect to any
securities of the Issuer.
ITEM 7. Materials to be filed as Exhibits
Appendix A - Transactions in Securities of the Issuer
Page 4 of 6 Pages
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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.
November 4, 1999
/s/Raymond A. Lipkin
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Raymond A. Lipkin
Page 5 of 6 Pages
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APPENDIX A
Transactions by Raymond A. Lipkin in Securities of Datakey, Inc.
No. of Shares Purchased Total
Date in the Last Sixty Days Purchase Price
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10-29-99 160,000 shares $200,000
160,000 warrants --
09-23-99 61,000 shares 93,945
Page 6 of 6 Pages
