-----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, RplxWK45HGJ3YLj4NFA88Hne+G18Ugb9UkA7ff6Xebt+Qgbw9K813wBboOld36bS JBBhHBkxTBrFAz+MshrtqQ== 0001144204-06-034406.txt : 20060817 0001144204-06-034406.hdr.sgml : 20060817 20060817145216 ACCESSION NUMBER: 0001144204-06-034406 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060817 DATE AS OF CHANGE: 20060817 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GALAXY NUTRITIONAL FOODS INC CENTRAL INDEX KEY: 0000819527 STANDARD INDUSTRIAL CLASSIFICATION: DAIRY PRODUCTS [2020] IRS NUMBER: 251391475 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-39072 FILM NUMBER: 061040581 BUSINESS ADDRESS: STREET 1: 2441 VISCOUNT ROW CITY: ORLANDO STATE: FL ZIP: 32809 BUSINESS PHONE: 4078555500 MAIL ADDRESS: STREET 1: 2441 VISCOUNT ROW CITY: ORLANDO STATE: FL ZIP: 32809 FORMER COMPANY: FORMER CONFORMED NAME: GALAXY FOODS CO DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: GALAXY CHEESE CO DATE OF NAME CHANGE: 19920302 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MORINI ANGELO S CENTRAL INDEX KEY: 0000903037 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 2441 VISCOUNT ROW CITY: ORLANDO STATE: FL ZIP: 32809 BUSINESS PHONE: 4078555500 SC 13G/A 1 v050768_sc13ga.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.5)* Galaxy Nutritional Foods, Inc. (Name of Issuer) Common Stock ($0.01 per share) (Title of Class of Securities) 36317Q 10 4 (CUSIP Number) July 6, 2006 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: Rule 13d-l(b) Rule 13d-l(c) Rule 13d-l(d) |X| Rule 13d-2(c) *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). Page 1 of 5 pages 31 CUSIP No. 3537Q104 1. Names of Reporting Persons. Angelo S. Morini I.R.S. Identification Nos. of above persons (entities only). ................................................................................. 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a)............................................................................. (b)............................................................................. 3. SEC Use Only.................................................................... 4. Citizenship or Place of Organization United States.......................... Number of Shares 5. Sole Voting Power 3,623,520................................ Beneficially by 6.Shared Voting Power......................................... Owned by Each 7. Sole Dispositive Power 3,623,520........................... Reporting 8. Shared Dispositive Power................................... PersonWith: 9.Aggregate Amount Beneficially Owned by Each Reporting Person. 3,623,520....... (includes vested stock options and warrants to purchase 3,038,447 shares of Common Stock and 585,073 shares of Common Stock owned by Mr. Morini) 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)........not applicable............................................. 11.Percent of Class Represented by Amount in Row (9) 18% (the approximate percentage of Common stock reported as beneficially owned by Mr. Morini is based on information reported in the Issuer's filings, see 9 above) ................................................................................. 12. Type of Reporting Person (See Instructions) ................................................................................. IN ................................................................................. ................................................................................. ................................................................................. Page 2 of 5 pages 32 CUSIP No. 36317Q104 Page 3 of 5 pages Item 1. (a) Name of Issuer Galaxy Nutritional Foods, Inc. (b) Address of Issuer's Principal Executive Offices 2441 Viscount Row, Orlando, Florida 32809 Item 2. (a) Name of Person Filing Angelo S. Morini (b) Address of Principal Business Office or, if none, Residence 5373 Isleworth Country Club Drive, Windermere, Florida 34786 (c) Citizenship United States (d) Title of Class of Securities Common Stock, par value $0.01 per share (e) CUSIP Number 36317Q 10 4 Item 3. If this statement is filed pursuant to ss.ss.240.13d-l(b) or 240.13d-2(b) or (c): not applicable Page 3 of 5 pages 33 CUSIP No. 3537Q104 Item 4. Ownership. Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. (a) Amount beneficially owned: 3,623,520 (includes vested stock options and warrants to purchase 3,038,447 shares of Common Stock and 585,073 shares of Common Stock owned by Mr. Morini) (b) Percent of class: 18% (the approximate percentage of Common stock reported as beneficially owned by Mr. Morini is based on information reported in the Issuer's filings, see (a) above) (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote 3,623,520. (ii) Shared power to vote or to direct the vote (iii) Sole power to dispose or to direct the disposition of 3,623,520 (iv) Shared power to dispose or to direct the disposition of Item 5. Ownership of Five Percent or Less of a Class If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ? 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 Item 10. Certification Not applicable Page 4 of 5 pages 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: August _16, 2006 /s/ Angelo S. Morini -------------------- Angelo S. Morini Page 5 of 5 pages -----END PRIVACY-ENHANCED MESSAGE-----