UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
First Scientific, Inc.
(Name of Issuer)
Common Stock, $.001 par value
(Title of Class of Securities)
33620G 10 5
(CUSIP Number)
James G. Swensen, Jr.
136 South Main Street, Suite 318
Salt Lake City, Utah 84101
801-961-8800
(Name, Address, and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 5, 2000
(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 13-1(g), check the following box
[ ].
* 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).
ASPEN: First Scientific, Inc.
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CUSIP No. 33620G 10 5
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Aspen Capital Resources, LLC
2. CHECK THE APPROPRIATE ROW IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS (SEE INSTRUCTIONS)
WC
5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEM 2(D) OR 2(E) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Utah
7. SOLE VOTING POWER
21,738,306 Shares issuable upon conversion of Series 2000-A Convertible
Preferred Stock
8. SHARED VOTING POWER
0 Shares
9. SOLE DISPOSITIVE POWER
21,738,306 Shares issuable upon conversion of Series 2000-A Convertible
Preferred Stock
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10. SHARED DISPOSITIVE POWER
0 Shares
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
21,738,306 Shares issuable upon conversion of Series 2000-A Convertible
Preferred Stock
12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
49.4%
14. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
ASPEN: First Scientific, Inc.
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This Amendment No. 1 to the Statement on Schedule 13D relates to shares of
Common Stock, par value $0.001 per share (the "Shares"), of First Scientific,
Inc., a Delaware corporation (the "Company") held for the accounts of Aspen
Capital Resources, LLC (the "Reporting Person"). Capitalized terms not otherwise
defined herein have the meanings given in the Statement on Schedule 13D filed
with respect to the reporting date of August 14, 2000. This Amendment is filed
pursuant to Rule 13d-2 of the Securities Exchange Act of 1934, as amended.
Item 3 and Item 5 of Schedule 13D are hereby amended and restated in their
entirety, as follows:
Item 3. Source and Amount of Funds or Other Consideration
The Reporting Person has provided funding of $4,000,000.00 to the Company
pursuant to a Securities Purchase Agreement dated as of May 16, 2000. The
funding was provided from working capital of the Reporting Person, including
capital contributions and earnings from operations.
Item 5. Interest in Securities of the Issuer
(a) - (b) As of December 5, 2000, the Reporting Person was the holder of
4,000 shares of the Series 2000-A Convertible Preferred Stock of the Company,
all of which are convertible into Shares at the Conversion Price, as defined
below. The Conversion Price for the Preferred Stock is 80% of the average of the
3 lowest closing bid prices during the 15 trading days preceding the date of
conversion.
Because the Preferred Stock is convertible into Shares at the option of the
Reporting Person pursuant to the foregoing formulas, the actual number of Shares
which would be owned by the Reporting Person upon conversion will fluctuate.
However, for purposes of this filing, the Preferred Stock is deemed converted as
of the reporting date.
On the basis of the foregoing, the Reporting Person may be deemed to
beneficially own, directly or indirectly, 21,738,306, or 49.4% of the Company's
outstanding Shares as of the reporting date. Such calculation is based on the
Company's outstanding Shares, after giving effect to Shares issuable upon
conversion of the Preferred Stock owned by the Reporting Persons.
The Reporting Person may be deemed to have the power to vote or direct the
vote, and to dispose or to direct the disposition of, the Shares beneficially
owned by it. In addition, Joe K. Johnson, as manager of the Reporting Person. As
such, he has been granted voting power and investment power over investments of
the Reporting Person, including the Shares, and may therefore be deemed to
control, directly or indirectly, the Shares reported hereby.
(c) Schedule I lists transactions in the Shares by the Reporting Person
since the most recent filing of Schedule 13D, including the name, date, amount
of securities involved, and price per unit. Except as otherwise indicated, all
acquisitions of Shares and all dispositions of Shares were executed
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through market transactions. There were no other transactions in the Shares by
the Reporting Person since the most recent filing of Schedule 13D.
(d) No person is known by the Reporting Person to have the right to receive
or the power to direct the receipt of dividends from, or the proceeds from the
sale of, any Shares beneficially owned by the Reporting Person.
(e) Not applicable.
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: December 5, 2000
ASPEN CAPITAL RESOURCES, LLC
By: /s/
_______________________
Joe K. Johnson, Manager
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<TABLE>
<CAPTION>
SCHEDULE I
Title of Security Transaction Securities Acquired (A) and Disposed (D)
Date Number of Price
Shares Per Share
<S> <C> <C> <C>
Common Stock 09/13/00 208,333 A(5) $2.40
Common Stock 10/26/00 3,300 A $2.81
Common Stock 11/21/00 1,000 D $ .86
Common Stock 11/22/00 170,000 D $ .34
Common Stock 11/24/00 342,500 D $ .32
Common Stock 11/27/00 590,000 D $ .25
Common Stock 11/28/00 125,000 D $ .21
Common Stock 11/29/00 25,000 D $ .24
(5) Preferred Stock acquired on September 13, 2000, with funding of $500,000.00
pursuant to the Securities Purchase Agreement dated as of May 16, 2000, which if
converted and exercised on that date would be convertible and exercisable for
the number of shares indicated.
</TABLE>
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