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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1)*
HARMONY BROOK, INC.
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(Name of Issuer)
COMMON STOCK, NO PAR VALUE
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(Title of Class of Securities)
413 188 103
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(CUSIP Number)
*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 7 pages
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CUSIP NO. 413 188 103 13G PAGE 2 OF 7 PAGES
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Donald R. Brattain
Social Security No. ###-##-####
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) / /
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
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5 SOLE VOTING POWER
NUMBER OF SHARES
BENEFICIALLY 158,400 (a)
OWNED BY -------------------------------------------------------
EACH 6 SHARED VOTING POWER
REPORTING
PERSON 0
WITH -------------------------------------------------------
7 SOLE DISPOSITIVE POWER
158,400 (a)
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8 SHARED DISPOSITIVE POWER
0
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
158,400 (a)
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 1.97%
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12 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTION BEFORE FILLING OUT!
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NOTES
(a) The reporting person directly beneficially owns 158,400 shares of the
Issuer's common stock, which includes 12,400 shares of Common Stock
issuable pursuant to currently exercisable options and 146,000 shares of
Common Stock issuable pursuant to currently exercisable warrants. The
reporting person is a director of the Issuer.
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SCHEDULE 13 G
ITEM 1.
(a) Name of Issuer
Harmony Brook, Inc.
(b) Address of Issuer's Principal Executive Offices
1030 Lone Oak Road, Suite 110
Eagan, Minnesota 55121
ITEM 2.
(a) Name of Person Filing
Donald R. Brattain
(b) Address of Principal Business Office or, if none,
Residence
Brattain & Associates, LLC
601 Carlson Parkway, Suite 1140
Minneapolis, MN 55305
(c) Citizenship
USA
(d) Title of Class of Securities
Common Stock, No Par Value
(e) CUSIP Number
413 188 103
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b), OR 13d-2(b),
CHECK WHETHER THE PERSON FILING IS A:
Not Applicable
(a) ____ Broker or Dealer registered under Section 15 of the Act
(b) ____ Bank as defined in section 3(a)(6) of the Act
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(c) ____ Insurance Company as defined in section 3(a)(19) of the Act
(d) ____ Investment Company registered under section 8 of the
Investment Company Act
(e) ____ Investment Adviser registered under section 203 of the
Investment Advisers Act of 1940
(f) ____ Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee Retirement Income Security Act of
1974 or Endowment Fund; see Rule 13d-1(b)(1)(ii)(F)
(g) ____ Parent Holding Company, in accordance with Rule
13d-1(b)(1)(ii)(G) (Note: See Item 7)
(h) ____ Group, in accordance with Rule 13d-1(b)(1)(ii)(H)
ITEM 4. OWNERSHIP
If the percent of the class owned, as of December 31 of the year covered by
the statement, or as of the last day of any month described in Rule 13d-1(b)(2),
if applicable, exceeds five percent, provide the following information as of
that date and identify those shares which there is a right to acquire.
Not applicable.
(a) Amount Beneficially Owned
(b) Percent of Class
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
(ii) shared power to vote or to direct the vote
(iii) sole power to dispose or to direct the disposition of
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(iv) shared power to dispose or to direct the disposition of
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial owner
of more than five percent of the class of securities, check the
following /x/
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
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the ordinary
course of business and were not acquired for the purpose of and do not
have the effect of changing or influencing the
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control of the issuer of such securities and were not acquired in
connection with or as a participant in any transaction having such
purpose or effect.
SIGNATURES
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: January 9, 1998
/S/ DONALD R. BRATTAIN
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Donald R. Brattain
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