SCHEDULE 13D
(RULE 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND
AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1 )*
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Scanner Technologies Corporation
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
80603Q 10 5
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(CUSIP Number)
David P. Mork
14505 21st Avenue N., #220
Minneapolis, MN 55447
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
November 2, 2005
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(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 13d-1(g), check the following
box. [ ]
NOTE: Schedules filed in paper format shall include a signed original
and five copies of the schedule, including all exhibits. See Rule
13d-7(b) 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 5 Pages
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CUSIP NO. 80603Q 10 5 13D PAGE 2 OF 5 PAGES
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1 NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF
ABOVE PERSONS (ENTITIES ONLY)
David P. Mork
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(SEE INSTRUCTIONS) (b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS (SEE INSTRUCTIONS)
N/A
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5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e)
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
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NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 801,660 shares (includes 70,310 shares which
OWNED BY may be purchased upon exercise of a currently
EACH exercisable warrant and 300,000 shares which
REPORTING may be purchased upon exercise of an option
PERSON exercisable in 60 days)
WITH ------------------------------------------------------
8 SHARED VOTING POWER
0
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9 SOLE DISPOSITIVE POWER
801,660 shares (includes 70,310 shares which
may be purchased upon exercise of a currently
exercisable warrant and 300,000 shares which
may be purchased upon exercise of an option
exercisable in 60 days)
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10 SHARED DISPOSITIVE POWER
0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
801,660 shares (includes 70,310 shares which may be purchased upon
exercise of a currently exercisable warrant and 300,000 shares
which may be purchased upon exercise of an option exercisable in
60 days)
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12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS) [_]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.4%
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14 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
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Item 1. Security and Issuer.
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No change.
Item 2. Identity and Background.
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(a) - (f) No change.
Item 3. Source and Amount of Funds or Other Consideration.
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Not applicable.
Item 4. Purpose of Transaction.
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This section is amended and supplemented to add the following:
This amendment is being filed solely to report an increase of
shares of Common Stock held by the Reporting Person due to the
Reporting Person's right to acquire an additional 225,000
shares pursuant to the exercise of options which are
exercisable or shall become exercisable within sixty days of
the date hereof. On September 26, 2005, a seven-year option to
purchase 200,000 shares at $0.45 per share was granted to the
Reporting Person, which option was immediately exercisable to
the extent of 100,000 shares and becomes exercisable to the
extent of 100,000 shares on January 1, 2006; however, all such
option shares are exercisable within sixty days of the date of
this amendment. In addition, on July 30, 2005, an additional
25,000 shares became exercisable upon exercise of an option to
purchase 100,000 shares at $1.20 per share which was granted
to the Reporting on January 30, 2004.
Item 5. Interest in Securities of the Issuer.
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The reporting person beneficially owns an aggregate of 801,660
shares of Common Stock of the Issuer, representing 6.4% of the
outstanding shares of Common Stock of the Issuer. Of such
shares, 431,350 are held directly by the reporting person,
70,310 are obtainable upon exercise of a warrant which is
currently exercisable and 300,000 shares are obtainable upon
exercise of options which are exercisable within sixty days
from the date of this Schedule 13D. The Reporting Person has
sole voting and dispositive power over all of the Common Stock
and rights to acquire Common Stock currently owned by him.
Except as described in Item 4 above, the Reporting Person has
not engaged in any transaction during the past 60 days in any
securities of the Issuer.
Page 3 of 5
Item 6. Contracts, Arrangements, Understandings or Relationships With
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Respect to Securities of the Issuer.
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The Issuer and the reporting person entered into option
agreements dated January 30, 2004 and September 26, 2005,
which option agreements are identical to the standard form of
agreement between the Issuer and optionees receiving stock
options under the 2004 Equity Incentive Plan.
Item 7. Material to be Filed as Exhibits.
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None.
Page 4 of 5
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: November 23, 2005.
/s/ David P. Mork
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David P. Mork
Page 5 of 5