<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
(AMENDMENT NO. 1)*
UNDER THE SECURITIES EXCHANGE ACT OF 1934
EQUITEX, INC.
(Name of Issuer)
COMMON STOCK, $.02 PAR VALUE PER SHARE
(Title of Class of Securities)
294592 30 8
(CUSIP Number)
Wayne William Mills William M. Mower, Esq.
The Colonnade, Suite 290 Maslon Edelman Borman & Brand, LLP
5500 Wayzata Boulevard 3300 Norwest Center
Golden Valley, Minnesota 55416 Minneapolis, Minnesota 55402
- --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
MAY 26, 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(e), 13d-1(f) or 13d-1(g), check the following
box[_].
*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 1 of 4
<PAGE> 2
SCHEDULE 13D
CUSIP No. 294592 30 8 Page 2 of 4 Pages
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
WAYNE WILLIAM MILLS
S.S. No. ###-##-####
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)[_]
(b)[_]
- --------------------------------------------------------------------------------
3 SEC Use Only
- --------------------------------------------------------------------------------
4 Source of Funds*
PF
- --------------------------------------------------------------------------------
5 Check Box If Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e) [_]
- --------------------------------------------------------------------------------
6 Citizenship or Place of Organization
USA
- --------------------------------------------------------------------------------
7 Sole Voting Power
490,000
-----------------------------------------------------------
NUMBER OF 8 Shared Voting Power
SHARES
BENEFICIALLY 0
OWNED -----------------------------------------------------------
BY EACH 9 Sole Dispositive Power
REPORTING
PERSON WITH: 490,000
-----------------------------------------------------------
10 Shared Dispositive Power
0
- --------------------------------------------------------------------------------
11 Aggregate Amount Beneficially Owned by Each Reporting Person
490,000 shares
- --------------------------------------------------------------------------------
12 Check Box if the Aggregate amount in Row (11) Excludes
Certain Shares* [_]
- --------------------------------------------------------------------------------
13 Percent of Class Represented by Amount in Row (11)
11.4%
- --------------------------------------------------------------------------------
14 Type of Reporting Person*
IN
- --------------------------------------------------------------------------------
* SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 2 of 4
<PAGE> 3
ITEM 1. SECURITY AND ISSUER.
This Amendment No. 1 ("Amendment No. 1") dated October 8, 1998 to the
Statement on Schedule 13D dated February 19, 1998 (as amended, the "Schedule
13D") relates to the Common Stock, $.02 par value per share (the "Common Stock")
of Equitex, Inc., a Delaware corporation (the "Issuer"), and is being filed by
Wayne William Mills pursuant to Rule 13d-2(a) under the Securities Exchange Act
of 1934, as amended (the "Exchange Act").
Unless otherwise indicated, each capitalized term used herein but not
otherwise defined shall have the meaning assigned to such term in the Schedule
13D.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The aggregate purchase price of the purchases identified in response to
Item 5(c) was $471,875. All such purchases were paid for with personal funds.
The shares acquired on September 21, 1998 were acquired by open market purchase.
The shares acquired on October 5, 1998 were acquired in a private transaction.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) As of the date hereof, the Reporting Person beneficially owns
490,000 shares of the outstanding Common Stock of the Issuer, representing
approximately 11.4% of the Common Stock outstanding (based upon 4,290,315 shares
outstanding on July 27, 1998, as reported in the Issuer's most recent filing
with the Securities and Exchange Commission).
(b) The Reporting Person has sole dispositive and voting power of
these shares.
(c) Listed below are all transactions effected in the Issuer's Common
Stock by the Reporting Person within the preceding 60 days:
Reporting Type of Number Price per
Person Transaction Trade Date of Shares Share
- -------------------------------------------------------------------------------
Wayne Mills Buy 9/21/98 25,000 $5.875
Wayne Mills Buy 10/5/98 100,000 3.25
(d) Not applicable.
(e) Not applicable. The Reporting Person still beneficially owns more
than five percent of the Issuer's outstanding Common Stock.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
No exhibits are filed with this amendment.
Page 3 of 4
<PAGE> 4
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief,
the undersigned certifies that the information set forth in this statement is
true, complete and correct.
Dated: October 8, 1998
By /s/ Wayne William Mills
-----------------------
Wayne William Mills
Page 4 of 4
