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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D/A
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1)
APPLIED BIOMETRICS, INC.
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(Name of Issuer)
Common Stock $.01 par value per share
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(Title of Class of Securities)
03814L103
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(CUSIP Number)
Hayden R. Fleming, 14988 N. 78th Way, Suite 200 Scottsdale AZ 85260
(602) 483-9282
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
November 6, 1998
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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 which is the subject of this Schedule 13D, and is filing this
schedule because of s.s. 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 this statement, including all exhibits. See s.s. 240.13d-7(b) 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
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CUSIP NO. 03814L103 PAGE 2 OF 4 PAGES
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1 NAMES OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
HAYDEN R. FLEMING
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [X]
(b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
AF AND 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 CITZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
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7 SOLE VOTING POWER
196,750
NUMBER OF ---------------------------------------------------------
SHARES 8 SHARED VOTING POWER
BENEFICIALLY 11,000
OWNED BY ---------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 196,750
PERSON ---------------------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
11,000
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
207,750
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12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.79%
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14 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
<PAGE>
SCHEDULE 13D
Item 1. Security and Issuer
The title of the class of equity securities to which this statement
relates is Common Stock, par value $.01 per share (the "Common Stock"). The name
of the Issuer is Applied Biometrics, Inc. (The "Company"). The principal
executive offices of the Company is 501 East Highway 13, Suite 108, Burnsville,
Minnesota 55337.
Item 2. Identity and Background
(a) Name. Hayden R. Fleming
(b) Address. 14988 N. 78th Way, Suite 200, Scottsdale, Arizona 85260
(c) Principal Occupation and Employment. Hayden R. Fleming is the principal
of Fleming Securities, Inc. a broker/dealer.
(d) Criminal Proceedings. None.
(e) Civil proceedings. None
(f) Citizenship. United States of America.
Item 3. Source and Amount at Funds or Other consideration.
Personal funds as well as working capital of
affiliate
Item 4. Purpose of Transaction
Not Applicable - Reporting person is no longer the
owner of more than five percent of the class of securities.
Item 5. Interest in Securities of the Issuer
(a) Number of Shares/Percentage of Class Beneficially
Owned. Hayden R. Fleming beneficially owns a total of 207,750 shares of the
Company's Common Stock representing approximately 4.79% of the outstanding
shares of Common Stock based on 4,336,117 shares of Common Stock outstanding as
indicated by the Company as of November 6, 1998. Of such shares, 46,000 shares
are owned by a trust for the benefit of Hayden Fleming and his wife, 11,000
shares are owned by the wife of Hayden Fleming and 150,750 shares are owned by
Circle F Ventures, LLC, a limited liability company of which Hayden Fleming is
managing member.
(b) Nature of Ownership. Hayden R. Fleming has sole
power to vote and direct the disposition of 196,750 of the reported shares and
has shared power to vote and direct the disposition of 11,000 of the reported
shares that are owned by or for the benefit of his wife.
(c) Recent Transactions. None
(d) Rights to Dividends or Proceeds. None
Page -3-
<PAGE>
(e) Applicable Date. The date on which reporting
person ceased to be the beneficial owner of more than five percent of the Common
Stock was November 6, 1998, the date on which the Company indicated there were
4,336,117 shares of Common Stock outstanding.
Item 6. Contracts, Arrangements, understandings or Relationships With
Respect to Securities of Issuer
None.
Item 7. Materials to be Filed as Exhibits.
None.
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 12, 1998 /s/ Hayden R. Fleming
Date ---------------------------------
Hayden R. Fleming
Name/Title
Page -4-
