UNITED STATES
SECURITIES AND EXHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities and Exchange Act of 1934
(Amendment No. 4)*
WOODROAST SYSTEMS, INC.
(Name of Issuer)
Common Stock, par value $.005
(Title of Class of Securities)
979899309
(CUSIP Number)
Sheldon Jacobs, Chrmn./CEO 10250 Valley View Rd.
Eden Prairie MN 55344 (612)944-5113
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
September 23, 1997
(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(b)(3) or (4), check the
following box [ ].
Check the following box if a fee is being paid with the statement [ ]. (A fee
is not required only if the reporting person: (1) has a previous statement on
file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See rule 13d-1(a) 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 wouls 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 and
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).
CUSIP NO. 979899309 SCHEDULE 13D
1. NAME OF THE REPORTING PERSON
S.S. OF I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
STEVEN T. NEWBY
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [X]
3. SEC USE ONLY
4. SOURCE OF FUNDS* PF
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
6. CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
NUMBER OF 7. SOLE VOTING POWER
SHARES 207,500 shares
BENEFICIALLY 8. SHARED VOTING POWER
OWNED BY -0- shares
EACH 9. SOLE DISPOSITIVE POWER
REPORTING 207,500 shares
PERSON 10. SHARED DISPOSITIVE POWER
WITH -0- shares
11. AGGREGATE AMOUNT BENEFICALLY OWNED BY EACH REPORTING
PERSON
207,500 shares
12. CHECK THE BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES *[ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.89%
14. TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING
The purpose of this filing is to serve as Amendment No. 4 to the Schedule
3D filed by Steven T. Newby with respect to his beneficial ownership of the
common stock, $.005 par value per share (the " Common Stock"), of
Woodroast Systems, Inc. (the "Issuer") on December 7, 1995 as amended by
Amendment No 1. thereto filed December 26, 1995, and by Amendment No.
2 thereto filed January 30, 1996, and by Amendment No. 3 thereto filed
March 19, 1997.
ITEM 1. Security and Issuer
Woodroast Systems, Inc. Common Stock
Par Value $0.005 per share
10250 Valley View Road, Suite 145
Eden Prairie, MN 55344
ITEM 2. Identity and Background
A) Steven T. Newby
B) 6116 Executive Boulevard, Suite 701
Rockville, MD 20852
C) Broker/Dealer Newby & Company
same address as above
D) None
E) None
F) USA
ITEM 3. Source and Amount of funds or Other Consideration
Source of all funds - personal. No funds borrowed
ITEM 4. Purpose of Transaction
For investment purposes only.
No further information in reference to Items 4A-4J.
ITEM 5. Interest in Securities of the Issuer
A) Steven T. Newby owns less than 5%, 207,500 shares or 4.89% of
Woodroast Systems, Inc. 4,242,397 shares outstanding (05/05/97).
B) Steven T. Newby has sole voting and sole disposition powers.
C) All stock sold in the last sixty days has been on the open
market.
09/04/97 Sold 4,000 shares @ 1.6875 $ 6,750.00
09/18/97 Sold 75,000 shares @ 1.3125 $ 98,437.50
09/19/97 Sold 80,000 shares @ 1.3125 $105,000.00
09/23/97 Sold 50,000 shares @ 1.4375 $ 71,875.00
D) Not applicable.
E) Not applicable.
ITEM 6. Contracts, Arrangements, Understandings or Relationships with
respect to Securities of the Issuer.
None
ITEM 7. Material to be Filed as Exhibits
None
SIGNATURE
After reasonable inquiry and to the beat the information set forth in this
statement is true, complete and correct.
Dated: September 23, 1997
/S/ STEVEN T. NEWBY
STEVEN T. NEWBY
