-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Ee9Dmjo9miniK9U3t6vSyWcUFmdW2Xg3l39+d8J8Vw0mGdWl+59AYr7J6TOsPUVF BNTXwuBiRV4rDad9BkWodg== 0000914190-97-000361.txt : 19971029 0000914190-97-000361.hdr.sgml : 19971029 ACCESSION NUMBER: 0000914190-97-000361 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19971028 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: WINLAND ELECTRONICS INC CENTRAL INDEX KEY: 0000749935 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INSTRUMENTS FOR MEASUREMENT, DISPLAY, AND CONTROL [3823] IRS NUMBER: 410992135 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-41503 FILM NUMBER: 97701740 BUSINESS ADDRESS: STREET 1: 1950 EXCEL DR CITY: MANKATO STATE: MN ZIP: 56001 BUSINESS PHONE: 5076257231 MAIL ADDRESS: STREET 1: 1950 EXCEL DRIVE CITY: MANKATO STATE: MN ZIP: 56001 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FARLAND VIOLA R CENTRAL INDEX KEY: 0001048495 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: RR 5 BOX 100 CITY: MANKATO STATE: MN ZIP: 56001 BUSINESS PHONE: 5076252363 MAIL ADDRESS: STREET 1: RR 5 BOX 100 CITY: MANKATO STATE: MN ZIP: 56001 SC 13D 1 SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ___)* Winland Electronics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 974241 10 1 (CUSIP Number) Viola R. Farland R. R. 5, Box 100, Mankato, MN 56001 (507) 625-2363 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) August 12, 1996 (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 [GRAPHIC OMITTED]. 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). SCHEDULE 13D CUSIP No. 974241 10 1 Page 2 of 5 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Viola R. Farland ###-##-#### 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A. NUMBER OF 7 SOLE VOTING POWER SHARES 189,946 BENEFICIALLY OWNED BY 8 SHARED VOTING POWER EACH -0- REPORTING PERSON 9 SOLE DISPOSITIVE POWER WITH 189,946 10 SHARED DISPOSITIVE POWER -0- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 189,946 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.9% 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. Item 1. Security and Issuer. Common Stock, no par value Winland Electronics, Inc. 1950 Excel Drive Mankato, MN 56001 Item 2. Identity and Background. (a) Viola R. Farland, filing individually and as Personal Representative of the Estate of Swen E. Farland. (b) Ms. Farland resides at R. R. 5, Box 100, Mankato, MN 56001. (c) Ms. Farland is not employed. (d) Ms. Farland has never been convicted in a criminal proceeding. (e) Ms. Farland has not been a party to any civil proceeding as a result of which she was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) Ms. Farland is a citizen of the United States of America. Item 3. Source and Amount of Funds or Other Consideration. On August 12, 1996, Ms. Farland was appointed as Personal Representative of the Estate of Swen E. Farland (the "Estate") and, as such Personal Representative, became the owner of 184,946 shares of the Issuer's Common Stock previously held by Swen E. Farland, her husband, who died on June 24, 1996. On October 31, 1996, Ms. Farland, as Personal Representative of the Estate, exercised an option to purchase 5,000 shares of the Issuer's Common Stock from the Issuer for $.06 per share with personal funds, which option was issued to Swen E. Farland as a director of the Issuer. Ms. Farland holds the 5,000 shares as Trustee of the Viola Rose Farland Revocable Trust under Agreement dated March 10, 1995. Page 3 of 5 Item 4. Purpose of Transaction. Ms. Farland acquired the shares as described in Item 3 above. Ms. Farland has no immediate intention of acquiring additional shares of the Issuer. Ms. Farland may determine to dispose of some of the Estate's shares depending on various factors, including, without limitation, the price of the shares of the Issuer's Common Stock, other market conditions and the desirability to liquidate some or all of the Estate's holdings. Item 5. Interest in Securities of the Issuer. (a) Ms. Farland beneficially owns 189,946 shares of the Issuer's Common Stock, which beneficial ownership represents 6.9% of the shares of Common Stock outstanding. Of the 189,946 shares, Ms. Farland holds 184,946 shares as Personal Representative of the Estate and 5,000 shares as Trustee of the Viola Rose Farland Revocable Trust Under Agreement dated March 10, 1995. (b) Ms. Farland has sole voting and dispositive power over the above shares of the Issuer's Common Stock. (c) Ms. Farland did not acquire or dispose of any shares of the Issuer's Common Stock during the sixty days preceding the acquisition of the shares of the Issuer's Common Stock on August 12, 1996. Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer. None. Item 7. Material to be Filed as Exhibits. 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: March 6, 1997 /s/ Viola R. Farland Viola R. Farland Page 5 of 5 -----END PRIVACY-ENHANCED MESSAGE-----