FORM 4
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
[ ] Check if no longer subject to Section 16.
Form 4 or Form 5 obligations may continue. See Instructions 1(b).
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934,
Section 17(a) of the Public Utility Holding Company Act of 1935 or Section
30(f) of the Investment Company Act of 1940
1. Name and Address of Reporting Person*
Davis Samuel
(Last) (First) (Middle)
c/o Versus Technology, Inc.
2600 Miller Creek Road
(Street)
Traverse City MI 49684
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Versus Technology, Inc. VSTI
3. IRS or Social Security Number of Reporting Person (Voluntary)
Not furnished
4. Statement for Month/Year
October 2000
5. If Amendment, Date of Original (Month/Year)
N/A
6. Relationship of Reporting Person to Issuer
(Check all applicable)
[X] Director [ ] 10% Owner
[ ] Officer (give title below) [ ] Other (Specify below)
___________________________________________________
7. Individual or Joint/Group Filing
(Check applicable line)
[X] Form filed by One Reporting Person
[ ] Form filed by More than One Reporting Person
* If the Form is filed by more than one Reporting Person, see instruction
4(b)(v)
<TABLE>
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
5. Amount
3. Trans- 4. Securities of Securi-
action Acquired (A) or ties Bene- 6. Owner-
Code Disposed of (D) ficially ship Form: 7. Nature of
(Instr. 8) (Instr. 3, 4 & 5) Owned at Direct(D) Indirect
2. Trans- _________ ___________________ End of or Indirect Beneficial
1. Title of Transaction (A) or Month (I) Ownership
Security Date Code V Amount (D) Price (Inst. 3&4) (Instr. 4) (Instr. 4)
(Instr. 3) (Mo./Day/Yr.)
_________________ ___________ ____ ___ ______ _____ _____ ________ ___________ _________
<S> <C> <S> <C> <S> <C> <C> <S>
Common Stock 10/17/00 P(2) 33,500 A 0.155 726,500 D
Reminder: Report on a separate line for each class of securities beneficially
owned directly or indirectly.
(1) Exercise of options granted to the Reporting Person by the Company on April 23, 1999.
(2) Exercise of options granted to the Reporting Person by the Company on May 3,2000.
</TABLE>
<TABLE>
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
9.
Number
5. Number 7. Title of
of Deriv- 6. Date and Amount Deriv- 10. Own-
ative Sec- Exercisable of Under- ative ership
urities & Expiration lying Sec- Secur- Form of 11.
Acquired Date urities (In- ities Deriva- Nature
4. Trans- (A) or (Mo./Day/Yr.)str. 3 & 4) 8. Benefi- tive Sec- of In-
2. Conver- action Disposed _____________ _____________ Price cially urity: direct
sion or 3. Trans- Code of (D) Amount of Owned Direct(D) Bene-
1. Title of Exercise action (Instr. 8) (Instr. 3, or Deriv- at End or In- ficial
Derivative Price of Date) 4 and 5) Date Expir- Number ative of direct(I) Owner-
Security Derivative (Month/ ____________________ Exer- ation of Security Month (Instr. ) ship
(Instr. 3) Security Day/Yr.) Code V (A) (D) cisable Date Title Shares (Instr. (Instr. 4) (Instr.
5) 4) 4)
____________ _________ ________ ____ _ ______ ____ _______ _____ _____ ______ ________ _______ _________ _______
<S> <C> <S> <C> <S> <S> <S> <C> <C> <C> <S>
Options $1.031 5/01/98 10/31/02 Common 100,000 N/A 100,000 D
Options $0.515 4/24/99 4/24/03 Common 73,000 N/A 73,000 D(1)
Options $0.50 4/23/99 6/16/03 Common 200,000 N/A 200,000 D(2)
Convertible
Debentures $0.25 6/4/99 4/30/04 Common 400,000 100,000 400,000 D(3)
Options $0.50 05/03/00 J 88,000(A) 4/17/01 4/17/05 Common 88,000 N/A 88,000 D(4)
Explanation of Responses:
(1) Granted to the reporting person in connection with services as a director of the Company;
options vest 100% on April 24, 1999.
(2) Granted to the reporting person in connection with services as Chairman of the Board;
options vest 100% on April 23, 1999.
(3) The reporting person purchased Prime Rate Secured Convertible Debentures due April 30, 2004 in a private placement.
The Debentures are convertible into shares of common stock at a variable conversion rate; the initial conversion rate
is $0.25 per share.
(4) Granted to the reporting person for services as a director for the year beginning
April 14,2000; options vest 100% on April 17, 2001.
</TABLE>
SAMUEL DAVIS December 21, 2000
__________________________ ____________________
Samuel Davis
**Signature of Reporting Date
Person
**Intentional misstatements or omissions of facts constitute
Federal Criminal Violations. See 18 U.S.C. 1001 and
15 U.S.C. 78ff(a).
