	UNITED STATES
	SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C. 20549
	SCHEDULE 13D/A

Under the Securities Exchange Act of 1934
(Amendment No. 7)*

Winmark Corporation

(Name of Issuer)

Common Stock, no par value

(Title of Class of Securities)

974250 10 2

(CUSIP Number)

John L. Morgan

Winmark Corporation

4200 Dahlberg Drive, Suite 100

Minneapolis, Minnesota 55422

(763) 520-8500

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

June 8, 2007

(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 that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 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).

CUSIP No. 974250 10 2

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) John L. Morgan

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) PF

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Mr. Morgan is a citizen of the United States

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 1,361,015

			8.	Shared Voting Power 23,032

			9.	Sole Dispositive Power 1,361,015

			10.	Shared Dispositive Power 23,032

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,384,047

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 25.5%

	14.	Type of Reporting Person (See Instructions) IN

Item 1.	Security and Issuer
This Amendment No. 7 to Schedule 13D (the “Statement”) relates to the Common Stock, no par value per share (the “Common Stock”), of Winmark Corporation, a Minnesota corporation (the “Company”). The principal executive office of the Company is located at 4200 Dahlberg Drive, Suite 100, Minneapolis, MN 55422-4837.

Item 2.	Identity and Background
	(a) Name: John L. Morgan (“Reporting Person”). (b) Residence or business address: 4200 Dahlberg Drive, Suite 100, Minneapolis, MN 55422-4837. (c) Principal occupation: Chief Executive Officer of the Company (d) Criminal proceedings. None (e) During the last five years, the Reporting Person has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which he 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) The Reporting Person is a citizen of the United States of America.

Item 3.	Source and Amount of Funds or Other Consideration
	Personal funds were used to acquire the shares set forth in Item 4 below.

Item 4.	Purpose of Transaction
Item 4 is hereby amended and supplemented to report the acquisition of shares in open market transactions during the past sixty days by the Reporting Person as follows:

Date	Shares	Price
April 25, 2007	1,509	$	18.80
April 27, 2007	500	$	18.00
May 1, 2007	4,388	$	17.50
May 3, 2007	11,000	$	18.79
May 7, 2007	600	$	18.00
May 8, 2007	400	$	18.24
May 15, 2007	4,900	$	18.25
May 31, 2007	2,000	$	18.50
June 8, 2007	1,034	$	18.00

In his capacity as a director and officer of the Company, the Reporting Person may be in a position to influence management and, therefore, perhaps influence decisions on any plans or

proposals of the type described in paragraphs (a) through (j) of Item 4 of Schedule 13D. The Reporting Person may make additional purchases of Common Stock either in the open market or in private transactions, depending on his evaluation of the Company’s business, prospects and financial condition, the market for the common stock, other opportunities available to him, general economic conditions, money and stock market conditions and other future developments. Depending on the same factors, the Reporting Person may decide in the future to sell all or part of his investments in the Issuer’s Common Stock.

Item 5.	Interest in Securities of the Issuer
As of the date hereof, the Reporting Person beneficially owns 1,384,047 shares of Common Stock of the Company, of which 23,032 shares are held by Sheila Morgan, his wife. With the exception of 23,032 shares held by his wife, the Reporting Person has the sole power to vote and dispose of the shares of Common Stock which he beneficially owns. The Reporting Person disclaims beneficial ownership with respect to the 23,032 shares held by his wife. Other than as described in Item 4 above, the Reporting Person has not effected any transactions in the securities of the Company during the past sixty days.

Item 6.	Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
	None.

Item 7.	Material to Be Filed as Exhibits
	None.

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.

June 11, 2007

Date

/s/John L. Morgan

Signature

John L. Morgan

Name/Title

Under the Securities Exchange Act of 1934 (Amendment No. 7)*

Signature

Under the Securities Exchange Act of 1934
(Amendment No. 7)*