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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
PDS FINANCIAL CORPORATION
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(Name of Issuer)
COMMON STOCK, $.01 PAR VALUE
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(Title of Class of Securities)
69329T 10 5
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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).
(Continued on following page(s))
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CUSIP No. 69329T 10 5 13G
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1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Johan P. Finley
###-##-####
2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
Not applicable (a) / /
(b) / /
3) SEC USE ONLY
4) CITIZENSHIP OR PLACE OF ORGANIZATION
United States citizen
NUMBER OF 5) 1,075,286 SOLE VOTING POWER
(Excludes 11,200 shares held as co-trustee of
SHARES a trust for minor child)
BENEFICIALLY
OWNED BY 6) 1,086,486 SHARED VOTING POWER
(Includes 11,200 Shares held as co-trustee of a
EACH trust for minor child)
REPORTING
PERSON 7) 1,075,286 SOLE DISPOSITIVE POWER
WITH
8) 1,086,486 SHARED DISPOSITIVE POWER
9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,086,486* Includes 11,200 shares held as co-trustee for minor child also
claimed by spouse as co-trustee.
10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES /x/
* Excludes 366,377 shares held by spouse with sole voting power for which
beneficial interest is disclaimed.
11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
30.8%
12) TYPE OF REPORTING PERSON
IN
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SCHEDULE 13G
ITEM 1(a). NAME OF ISSUER.
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PDS Financial Corporation
ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES.
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6442 City West Parkway, Suite 300
Eden Prairie, MN 55344
ITEM 2(a). NAME OF PERSON FILING.
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Johan P. Finley
ITEM 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE.
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6442 City West Parkway, Suite 300
Eden Prairie, MN 55344
ITEM 2(c). CITIZENSHIP.
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United States of America (Nevada)
ITEM 2(d). TITLE OF CLASS OF SECURITIES.
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Common Stock, $.01 par value per share
ITEM 2(e). CUSIP NUMBER.
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69329T 10 5
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b), OR 13(d)-2(b),
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CHECK WHETHER THE PERSON FILING IS A:
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(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
Advisers Act of 1940
(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
(g) [ ] Parent Holding Company, in accordance with
Section 240.13d-1(b)(ii)(G)
(h) [ ] Group, in accordance with Section 240.13d-1(b)(1)(ii)(H)
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ITEM 4. OWNERSHIP.
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All of the following information is given as of December 31, 1997.
(a) Amount Beneficially Owned: 1,086,486 shares (excludes 244,786 held by
spouse for which beneficial interest is disclaimed)
(b) Percent of Class: 30.8%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: 1,075,286
(ii) shared power to vote or direct the vote: 1,086,486
(iii) sole power to dispose or to direct the disposition of: 1,075,286
(iv) shared power to dispose or to direct the disposition of:
1,086,486
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
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Not applicable
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
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Not applicable
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
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SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
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Not applicable
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
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Not applicable
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
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Not applicable
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SIGNATURE
After reasonable inquiry and to the best of his knowledge and belief, the
undersigned certificates that the information set forth in this statement is
true, complete and correct.
Date: February 13, 1998
/s/ Johan P. Finley
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Johan P. Finley
