UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 2)
BAB Holdings, Inc.
(Name of Issuer)
Common Stock, no par value
(Title of Class of Securities)
055176-10-1
(CUSIP Number)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[ ] Rule 13d-1(c}
[x] Rule 13d-1(d)
CUSIP No. 055176-10-1
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Michael K. Murtaugh ####-##-####
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
Not applicable.
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5. SOLE VOTING POWER 93,896
6. SHARED VOTING POWER 818,491
7. SOLE DISPOSITIVE POWER 93,896
8. SHARED DISPOSITIVE POWER 818,491
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
912,387 shares beneficially owned
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
Not applicable.
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
40.5%
12. TYPE OF REPORTING PERSON
IN
SCHEDULE 13G
Item 1.
(a) Name of Issuer
BAB Holdings, Inc.
(b) Address of Issuer's Principal Executive Offices
8501 West Higgins Road, Suite 320
Chicago, IL 60631
Item 2.
(a) Name of Persons Filing
Michael K. Murtaugh
(b) Address of Principal Business Office or, if none, Residence
8501 W. Higgins Road, Suite 320
Chicago, Illinois 60631
(c) Citizenship
U.S.A
(d) Title of Class of Securities
Common Stock, no par value
(e) CUSIP Number*
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b),
check whether the person filing is a:
Not Applicable.
_____________________________
* Incorporated by reference to cover page.
Item 4. Ownership
(a) Amount Beneficially Owned* All share amounts reflect a 1 for 6 reverse
split of the issuer's common stock which took effect on December 10, 1999.
93,261 shares owned directly
635 shares owned indirectly through 401(K)Trust
818,491 shares owned by Holdings Investments, LLC (incorporated
by reference to Schedule 13 D filed by Holdings Investments, LLC on October
29, 1999.)
(b) Percent of Class*
(c) Number of shares as to which such person has:*
(i) sole power to vote or to direct the vote
(ii) shared power to vote or to direct the vote
(iii) sole power to dispose or to direct the disposition of
(iv) shared power to dispose or to direct the disposition of
Item 5. Ownership of Five Percent or Less of a Class
Not Applicable
Item 6. Ownership of More than Five Percent on Behalf of Another Person
Not Applicable
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company
Not Applicable
Item 8. Identification and Classification of Members of the Group
Not Applicable
Item 9. Notice of Dissolution of Group
Not Applicable
_____________________________
* Incorporated by reference to cover page.
Item 10. Certification
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.
February 2, 2000
---------------------------
Date
/s/ MICHAEL K. MURTAUGH
---------------------------
Signature
Michael K. Murtaugh
---------------------------
Printed Name
