<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
-----------
ROCKY MOUNTAIN CHOCOLATE FACTORY, INC.
- -------------------------------------------------------------------------------
(Name of Issuer)
COMMON STOCK
- -------------------------------------------------------------------------------
(Title of Class of Securities)
774678 40 3
------------------------------
(CUSIP Number)
Check the following box if a fee is being paid with this statement \x\. (A fee
is not required only if the filing 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).
*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).
Page 1 of 4 Pages
<PAGE>
CUSIP NO. 774678 40 3 Schedule 13G Page 2 of 4 Pages
------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Franklin E. Crail
###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) \ \
(b) \ \
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5 SOLE VOTING POWER
NUMBER OF
SHARES 296,099
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 0
PERSON
WITH 7 SOLE DISPOSITIVE POWER
296,099
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
296,099 shares
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.0%
12 TYPE OF REPORTING PERSON*
IN
<PAGE>
CUSIP NO. 774678 40 3 Schedule 13G Page 3 of 4 Pages
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Reporting Person: Franklin E. Crail
________________________________________________________________________________
ITEM 1.
(a) Name of issuer: Rocky Mountain Chocolate Factory, Inc.
(b) Address of issuer's principal executive 265 Turner Drive
offices: Durango, Colorado 81301
ITEM 2.
(a) Name of person filing: Franklin E. Crail
(b) Address of principal business office: 265 Turner Drive
Durango, Colorado 81301
(c) Citizenship: United States
(d) Title of class of securities: Common Stock, par value $.03 per share
(e) CUSIP Number: 774678 40 3
ITEM 3. STATUS AS PERSON FILING PURSUANT TO RULE 13d-1(b) OR 13d-2(b): Not
Applicable
ITEM 4. OWNERSHIP
(a) Amount beneficially owned: 296,099 shares. The reporting person
acquired the shares beneficially owned by him prior to the registration of the
issuer's Common Stock under Section 12 of the Act.
(b) Percent of class: 10.0%.
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: 296,099 shares
(ii) shared power to vote or to direct the vote: None
(iii) sole power to dispose or to direct the disposition of: 296,099
shares
(iv) shared power to dispose or to direct the disposition of: None
<PAGE>
CUSIP NO. 774678 40 3 Schedule 13G Page 4 of 4 Pages
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
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.
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 28, 1995 /s/ FRANKLIN E. CRAIL
---------------------
Franklin E. Crail
