PERKINS CAPITAL MANAGEMENT INC ET AL
SC 13G, 1996-07-10
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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. ___)*


                                Michigan Brewery, Inc.
          -----------------------------------------------------------------
                                   (Name of Issuer)

                                     Common Stock
          -----------------------------------------------------------------
                            (Title of Class of Securities)

                                     594194-20-1
                          ----------------------------------
                                    (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 l;  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).








     SEC 1745 (2/92)              Page 1 of 6 pages
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     CUSIP No. 594194-20-1               13G                 Page 2 of 6 Pages


      1   NAME OF REPORTING PERSON
          S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

               Perkins Capital Management, Inc.
               IRS ID No.: 41-1501962


      2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                  (a) /__/
                                                  (b) /__/
      3   SEC USE ONLY


      4   CITIZENSHIP OR PLACE OF ORGANIZATION

               730 East Lake Street, Wayzata, MN  55391-1769

                    5    SOLE VOTING POWER
      NUMBER OF                    388,000

       SHARES       6    SHARED VOTING POWER
                                   0
     BENEFICIALLY

       OWNED BY     7    SOLE DISPOSITIVE POWER
                                   1,112,700
        EACH

      REPORTING

       PERSON       8    SHARED DISPOSITIVE POWER
                                   0
        WITH


      9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

                         512,700

     10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*



     11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

                         9.9%

     12   TYPE OF REPORTING PERSON*

                         IA




     SEC 1745 (2/92)              Page 2 of 6 pages
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     CUSIP No. 594194-20-1               13G                 Page 3 of 6 Pages


      1   NAME OF REPORTING PERSON
          S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

               The Perkins Opportunity Fund
               IRS ID No.: 13-3682185


      2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                  (a) /__/
                                                  (b) /__/
      3   SEC USE ONLY


      4   CITIZENSHIP OR PLACE OF ORGANIZATION

               730 East Lake Street, Wayzata, MN  55391-1769

                    5    SOLE VOTING POWER
      NUMBER OF                    0 (Refer to page 1 of 2, Item 5)

       SHARES       6    SHARED VOTING POWER
                                   0
     BENEFICIALLY

       OWNED BY     7    SOLE DISPOSITIVE POWER
                                   0 (Refer to page 1 of 2, Item 7)
        EACH

      REPORTING

       PERSON       8    SHARED DISPOSITIVE POWER
                                   0
        WITH


      9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

                         600,000

     10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*



     11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

                         11.6%

     12   TYPE OF REPORTING PERSON*

                         IA




     SEC 1745 (2/92)              Page 3 of 6 pages
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     CUSIP No. 594194-20-1               13G                 Page 4 of 6 Pages


     Item 1.
          (a)  Name of Issuer
                    Michigan Brewery, Inc.

          (b)  Address of Issuer's Principal Executive Offices
                    1999 Walden Dr.
                    Gaylord, MI  49735

     Item 2.
          (a)  Name of Person Filing

                    Perkins Capital Management, Inc.
                    The Perkins Opportunity Fund

          (b)  Address of Principal Business Office or, if none, Residence

                    730 East Lake Street
                    Wayzata, MN  55391-1769

          (c)  Citizenship

                    Minnesota Corporation

          (d)  Title of Class of Securities

                    Common Stock

          (e)  CUSIP Number

                    594194-20-1

     Item 3. If this  statement is filed pursuant to Rule 13d-1(b), or 13d-2(b),
     check whether the person filing is a:

          (a) /__/  Broker or Dealer registered under Section 15 of the Act

          (b) /__/  Bank as defined in section 3(a)(6) of the Act

          (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) /X_/  Perkins Capital Management, Inc. is a registered Investment
                    Adviser and serves as Investment  Adviser  to  The  Perkins
                    Opportunity Fund, including voting  and  dispositive  power
                    with respect to The Perkins  Opportunity  Fund's  portfolio
                    holdings.  The Perkins  Opportunity  Fund  is  a  series of
                    Professionally Managed Portfolios, a  registered  open  end
                    company.

          (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 240.13d-l(b)(l)(ii)(F)

     SEC 1745 (2/92)              Page 4 of 6 pages
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     CUSIP No. 594194-20-1               13G                 Page 5 of 6 Pages


          (g) /__/  Parent     Holding     Company,    in     accordance    with
                    240.13d-l(b)(ii)(G) (Note: See Item 7)

          (h) /__/  Group, in accordance with 240.13d-l(b)(l)(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-l(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.

          (a)  The amount beneficially owned is 1,112,700 shares of common. This
               includes 257,600 shares of common owned by the clients of Perkins
               Capital Management, Inc., 255,100 warrants,  exerciseable  within
               60 days,  held  for the  clients of Perkins  Capital  Management,
               Inc., 300,000 shares of common owned by  The  Perkins Opportunity
               Fund, 300,000 warrants exerciseable within 60 days, held by The
               Perkins Opportunity Fund.   Perkins   Capital  Management,  Inc.
               disclaims beneficial  interest  in  the Perkins Opportunity Fund
               shares.

          (b)  The percent of class is 21.5%.  This  includes  a  percentage  of
               class of 9.9% by clients of Perkins Capital Management, Inc.  and
               11.6% by The Perkins Opportunity Fund.

          (c)  Number of shares as to which such person has:
               (i)   Perkins Capital Management, Inc. has the sole power to vote
                     388,000 common shares, including the 300,000 common  shares
                     owned by The Perkins Oppotunity Fund.
               (ii)  There are zero shares with shared power to vote.
               (iii) Perkins Capital Management, Inc.  has  the  sole  power  to
                     dispose   of  1,112,700  common  shares  (includes  555,100
                     warrants exercisable within 60 days).
               (iv) There are zero shares with shared power to dispose.
                     
     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.

          None.

     Item 7. Identification and Classification of the Subsidiary  Which Acquired
     the Security Being Reported on By the Parent Holding Company

          None.

     Item 8. Identification and Classification of Members of the Group

          Not Applicable.

     Item 9. Notice of Dissolution of Group

          Not applicable.


     SEC 1745 (2/92)              Page 5 of 6 pages
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     CUSIP No. 594194-20-1               13G                 Page 6 of 6 Pages


     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  control  of the  issuer  of  such  securities  and were  not
               acquired  in  connection  with   or  as  a  participant   in  any
               transaction having such purposes or effect.

          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.


                                             July 9, 1996
                                   ----------------------------------------

                                   By      Richard C. Perkins
                                   ----------------------------------------
                                                Signature


                                   Richard C. Perkins, CFA   Vice President
                                   -----------------------------------------
                                                Name/Title




























     SEC 1745 (2/92)              Page 6 of 6 pages
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                                  SCHEDULE 13G

 
           JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(f)(1)

     This agreement is made pursuant to Rule 13d-1(f)(1)  under  the  Securities
     Exchange Act of 1934 (the "ACT") by and among the  parties  listed   below,
     each referred to herein as a "Joint Filer."  The Joint Filers agree that  a
     statement of beneficial ownership as required by Section 13(d) of  the  Act
     and the Rules thereunder may be filed on each of their behalf  on  Schedule
     13D or  Schedule  13G  as  appropriate  and  that  said  joint  filing  may
     thereafter  be  amended  by further joint filings.  The Joint  Filers state
     that  to  the  best  of  their  knowledge  and belief they each satisfy the
     requirements for making a joint filing under Rule 13d-1.

     July 9, 1996


     /s/ Richard C. Perkins                      /s/ Steven J. Paggioli
     ----------------------                      -------------------------------
     Perkins Capital Management, Inc.           Perkins Opportunity Fund Series
     Richard C. Perkins                         Professionally Managed Portfolio
                                                Steven J. Paggioli
                                                         

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