UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ___)*
Grow Biz International, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
399817 10 5
(CUSIP Number)
Sheldon T. Fleck
5720 Smetana Drive, Suite 300
Minnetonka, Minnesota 55343
(612) 939-3945
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
March 29, 1999
(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 Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following
box. [ ]
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 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 1 of 5 Pages
<PAGE>
SCHEDULE 13D
CUSIP No. 399817 10 5 Page 2 of 5 Pages
1 NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON
(ENTITIES ONLY)
Sheldon T. Fleck
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS (SEE INSTRUCTIONS)
PF
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A.
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 412,100
OWNED BY
EACH 8 SHARED VOTING POWER
REPORTING
PERSON 0
WITH
9 SOLE DISPOSITIVE POWER
412,100
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
412,100
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS) [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.1%
14 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
<PAGE>
Item 1. Security and Issuer.
This filing relates to Common Stock of Grow Biz International, Inc.
(the "Company"), 4200 Dahlberg Drive, Minneapolis, Minnesota 55422.
Item 2. Identity and Background.
(a) Name: Sheldon T. Fleck
(b) Business Address: 5720 Smetana Drive, Suite 300, Minnetonka,
Minnesota 55343.
(c) Principal Occupation: Private Investor.
(d) Mr. Fleck has not, during the last five years, been convicted in a
criminal proceeding.
(e) Mr. Fleck was not, during the last five years, a party to any civil
proceeding as a result of which he was or is subject to a judgment,
decree or final order enjoining future violations of, or prohibiting or
mandating activities subject to, federal or state securities laws or
finding any violation with respect to such laws.
(f) Citizenship: U.S.A.
Item 3. Source and Amount of Funds or Other Consideration.
Mr. Fleck purchased the shares of the Company's Common Stock with
personal funds and with funds borrowed under a margin account
maintained in Mr. Fleck's name with his broker.
Item 4. Purpose of Transaction.
The shares of Common Stock purchased by Mr. Fleck have been acquired
for investment purposes. Mr. Fleck may make additional purchases of
Common Stock either in the open market or in private transactions
depending on his evaluation of the Company's business, prospects and
financial condition, the market for the Common Stock, other
opportunities available to him, general economic conditions, money and
stock market conditions and other future developments. Depending on the
same factors, Mr. Fleck may decide in the future to sell all or part of
his investments in the Company's Common Stock.
<PAGE>
Although the purchases of shares of Common Stock have been made for
investment, at some future time Mr. Fleck might decide that it is
desirable to seek to acquire the Company or to seek to control or
further influence the management and policies of the Company. At the
present time Mr. Fleck has made no definite decision to seek to acquire
the Company. Mr. Fleck has, however, expressed some concern to
management about the inadequacy of a pending buy-out proposal and
anticipates that he may express concern from time to time, and may take
appropriate action in connection therewith, regarding any management
proposed transactions that may be inconsistent with his goals as an
investor in the Company.
Item 5. Interest in Securities of the Issuer.
Mr. Fleck beneficially owns 412,100 shares of the Company's Common
Stock, representing 8.1% of the shares of Common Stock outstanding.
Mr. Fleck has sole voting and dispositive power over all of such
securities.
Mr. Fleck effected the following transactions in the Company's Common
Stock during the 60 days prior to the date of this Schedule 13D:
Number of Price per
Transaction Trade Date Shares Share
Open Market Purchase 2/3/99 8,400 $13.1875
Open Market Purchase 2/9/99 5,700 $13.1875
Open Market Purchase 2/10/99 4,500 $13.1875
Open Market Purchase 2/12/99 7,800 $13.1875
Open Market Purchase 2/17/99 3,600 $13.1875
Open Market Purchase 2/25/99 4,400 $13.1875
Open Market Purchase 2/26/99 8,500 $13.1875
Open Market Purchase 3/3/99 3,700 $13.1875
Open Market Purchase 3/5/99 3,500 $13.1875
Open Market Purchase 3/9/99 5,000 $13.1875
Open Market Purchase 3/10/99 10,900 $13.1875
Open Market Purchase 3/11/99 4,200 $13.1875
Open Market Purchase 3/15/99 4,000 $12.5625
Open Market Purchase 3/16/99 4,500 $12.5625
Open Market Purchase 3/17/99 8,200 $12.5625
Open Market Purchase 3/29/99 9,800 $12.3125
Open Market Purchase 3/31/99 13,100 $12.3125
Item 6. Contracts, Arrangements, Understandings or Relationships With
Respect to Securities of the Issuer.
None.
<PAGE>
Item 7. Material 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.
Dated: April 1, 1999.
/s/ Sheldon T. Fleck
