UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Morgan FunShares, Inc.
(Name of Issuer)
Common Stock, $.10 par value
(Title of Class of Securities)
617343108
(CUSIP Number)
Luke E. Sims, 777 East Wisconsin Avenue, Suite 3700, Milwaukee,
Wisconsin 53202
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
June 6, 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
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 7 Pages
Exhibit Index is on Page __
<PAGE>
CUSIP No. 617343108
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Luke E. Sims (Social Security No. ###-##-####)
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_]
(b) [_]
Not applicable
3 SEC USE ONLY
4 SOURCE OF FUNDS*
PF; BK
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) OR 2(e) [_]
Not applicable
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
7 SOLE VOTING POWER
NUMBER OF
39,100
SHARES
8 SHARED VOTING POWER
BENEFICIALLY
-0-
OWNED BY
9 SOLE DISPOSITIVE POWER
EACH
39,100
REPORTING
PERSON
10 SHARED DISPOSITIVE POWER
WITH
-0-
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
39,100
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* [_]
Not applicable
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.6%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
ITEM 1. Security and Issuer.
Common Stock, $.10 par value ("Common Stock")
Morgan FunShares, Inc. ("Company" or "Issuer")
28601 Chagrin Boulevard
Cleveland, Ohio 44122
ITEM 2. Identity and Background.
This statement is being filed by Luke E. Sims. Certain
information regarding the foregoing persons is set forth below.
(a)-(b) Name and Business Address
Luke E. Sims
c/o Foley & Lardner
777 East Wisconsin Avenue
Suite 3700
Milwaukee, Wisconsin 53202
(c) Principal Occupation and Employment
Corporate lawyer (partner in law firm)
Principal Business/Name, Address and Principal Business of
Employer
Foley & Lardner
777 East Wisconsin Avenue
Suite 3700
Milwaukee, Wisconsin 53202
Law firm
(d)-(e) During the last five years, Mr. Sims has not been
convicted in a criminal proceeding or been a party to a civil proceeding
of a judicial or administrative body of competent jurisdiction and as a
result of such proceeding was or is subject to a judgment, decree or final
order enjoining future violation of, or prohibiting or mandating
activities subject to federal or state securities laws or finding any
violation with respect to such laws.
(f) Citizenship
United States
ITEM 3. Source and Amount of Funds or Other Consideration.
Each purchaser of shares ("Shares") of Common Stock identified
in this Schedule used personal funds. In Mr. Sims' individual situation,
a portion of the funds resulted from borrowings made under one or more
personal revolving lines of credit he maintains at Firstar Bank
Milwaukee, N.A. No such revolving line of credit is secured or
collateralized by any of the Shares.
ITEM 4. Purpose of Transaction.
Mr. Sims' personal investment strategy focuses, like the
Company, on buying and holding companies that enjoy dominant market
positions, often in consumer non-durables (e.g., Coca-Cola, Gillette,
Johnson & Johnson, etc.). Similarly, Mr. Sims concentrates his
investments in a relatively limited number of securities. For these
reasons, among others, Mr. Sims believes that the Company is an excellent
long-term investment.
All of the purchases identified in this Schedule have been for
the purpose of acquiring shares for investment. Mr. Sims (and/or his
affiliates) may purchase additional shares from time to time depending
upon a variety of factors, including, among others, price, market
conditions, availability of funds and alternative investment
opportunities.
While Mr. Sims retains the legal right to sell or otherwise
dispose of the Shares, he has no present plan or intention to do so.
Mr. Sims views his investment in the Shares as a long-term one, and will
look at opportunities to increase his investment in the Company in the
future.
Except as provided above, Mr. Sims has no plans or proposals
which relate to or would result in:
(a) The acquisition by any person of additional securities
of the Issuer, or the disposition of securities of the Issuer;
(b) An extraordinary corporate transaction, such as a
merger, reorganization or liquidation, involving the Issuer or
any of its subsidiaries;
(c) A sale or transfer of a material amount of assets of
the Issuer or any of its subsidiaries;
(d) Any change in the present board of directors or
management of the Issuer, including any plans or proposals to
change the number or term of directors or to fill any existing
vacancies on the board;
(e) Any material change in the present capitalization or
dividend policy of the Issuer;
(f) Any other material change in the Issuer's business or
corporate structure;
(g) Changes in the Issuer's charter, bylaws or instruments
corresponding thereto or other actions which may impede the
acquisition of control of the Issuer by any person;
(h) Causing a class of securities of the Issuer to be
delisted from a national securities exchange or to cease to be
authorized to be quoted in an inter-dealer quotation system of a
registered national securities association;
(i) A class of equity securities of the Issuer becoming
eligible for termination of registration pursuant to
Section 12(g)(4) of the Securities Exchange Act of 1934; or
(j) Any action similar to any of those enumerated above.
ITEM 5. Interest in Securities of the Issuer.
(a)-(b) Information concerning the number of Shares and
percentage of class of Common Stock beneficially owned by the reporting
person is set forth below:
Percentage
Sole Shared of
Voting and Voting and Aggregate Outstanding
Reporting Dispositive Dispositive Beneficial Common
Person Power Power Ownership Stock
Luke E. Sims 39,100 -0- 39,100 6.6%
Mr. Sims beneficially owns Shares individually (17,600 Shares),
through his self-directed Keogh plan (12,500 Shares) and through Triad
Investment Company, LLC ("Triad") (9,000 Shares). Triad is a Wisconsin
limited liability company established by Mr. Sims individually and as
custodian for his three minor children as a family investment vehicle.
Mr. Sims is the sole manager of Triad, has complete control over Triad's
investment decisions and is the sole beneficial owner (for SEC purposes)
of the securities, including the Shares, held by Triad.
(c) Set forth below is information with respect to all
transactions in the Common Stock by Mr. Sims during the past sixty (60)
days. All such transactions, which consisted solely of purchases, were
effected in open market transactions on the Nasdaq System (Small-Cap
Issues).
Date No. of Shares Purchase Price Purchaser
04/07/97 500 9.50 Keogh plan
04/08/97 2,500 9.50 Keogh plan
04/08/97 2,000 9.50 Luke E. Sims
04/09/97 1,000 9.50 Keogh plan
04/14/97 4,000 9.50 Luke E. Sims
04/14/97 8,000 9.375 Luke E. Sims
04/18/97 2,000 9.50 Triad
04/30/97 2,000 9.625 Keogh plan
05/06/97 2,000 9.75 Triad
05/06/97 100 9.625 Luke E. Sims
06/06/97 5,000 10.00 Triad
(d) Mr. Sims' Keogh plan and Triad, respectively, have the
right to direct the receipt of dividends from, and the proceeds from the
sale of, any Shares held by them, respectively.
(e) Not Applicable.
ITEM 6. Contracts, Arrangements, Understandings, or Relationships With
Respect to Securities of the Issuer.
Not applicable.
ITEM 7. Material to Be Filed as Exhibits.
None.
<PAGE>
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 this 17th day of June, 1997.
/s/ Luke E. Sims
Luke E. Sims
