SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549

                          SCHEDULE 13D
                         (Rule 13d-101)

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

                          MED GEN, INC.
_________________________________________________________________
                        (Name of Issuer)

             Common Stock, $.001 Par Value Per Share
_________________________________________________________________
                 (Title of Class of Securities)


                          58401X-2-09
_________________________________________________________________
                         (CUSIP Number)

                   Paul Mitchell, President
                         Med Gen, Inc.
                 7284 W. Palmetto Park Road,
                           Suite 207
                 Boca Raton, Florida 33433
                        (561) 750-1100
_________________________________________________________________
           (Name, Address and Telephone Number of Person
         Authorized to Receive Notices and Communications)

                      August 30, 2005
_________________________________________________________________
     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: [  ].

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.

                 (Continued on following pages)

                       (Page 1 of 4 Pages)



                               13D

CUSIP NO.58401X-20-9                            Page 2 of 4 Pages

1.   Names of Reporting Persons. S.S. or I.R.S. Identification
     Nos. of Above Persons

     Paul Mitchell - SS# ###-##-####

2.   Check the Appropriate Box if a Member of a Group
                                                       (a)  [ ]
                                                       (b)  [ ]
3.   SEC Use Only

4.   Source of Funds

     SC

5.   Check if Disclosure of Legal Proceedings is Required
     Pursuant to Items 2(d) or 2(e)
                                                            [ ]


6.   Citizenship or Place of Organization

     Paul Mitchell - United States


Number of Shares Beneficially Owned by Each Reporting Person With:

7.   Sole Voting Power

          3,532,500

8.   Shared Voting Power

          41,150

9.   Sole Dispositive Power

          3,532,500

10.  Shared Dispositive Power

          41,150

11.  Aggregate Amount Beneficially Owned by Each Reporting Person

          3,573,650

12.  Check if the Aggregate Amount in Row (11) Excludes Certain
     Shares                                                 [ ]





CUSIP NO. 58401X-20-9                              Page 3 of 4 Pages


13.  Percent of Class Represented by Amount of Row (11): 7.02%

14.  Type of Reporting Person: IN


ITEM 1.  SECURITY AND ISSUER

The class of equity securities to which this Schedule 13D relates
is the common stock, $.001 par value, of  Med Gen, Inc., a Nevada
corporation ("Med Gen".)  The address of the principal executive
office of Med Gen is 7284 W. Palmetto Park Road, Suite 207, Boca
Raton, Florida 33433; telephone (561) 750-1100.


ITEM 2.  IDENTITY AND BACKGROUND.

     (a)      This  Schedule  13D is filed by  Paul  Mitchell  on
behalf of himself.

     (b)   Paul  Mitchell has his principal business  and  office
address  at  7284 W. Palmetto Park Road, Suite 207,  Boca  Raton,
Florida 33433.

     (c)   Paul  Mitchell's principal occupation is President  of
Med Gen, Inc. He is employed by Med Gen, Inc.

     (d)     During  the last five years, Paul Mitchell  has  not
been  convicted  in  a  criminal  proceeding  (excluding  traffic
violations or similar misdemeanors.)

     (e)     During  the last five years, Paul Mitchell  has  not
been   a   party  to  a  civil  proceeding  of  a   judicial   or
administrative body of competent jurisdiction where, as a  result
of such proceeding, a judgment, decree or final order was entered
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)    Paul Mitchell is a citizen of the United States.


ITEM 3.  SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.

         See Item 4., Purpose of Transaction, below.






CUSIP NO. 58401X-20-9                           Page 4 of 4 Pages

ITEM 4.  PURPOSE OF TRANSACTION.

      Mr Mitchell registered 3,500,000 common shares in a Registration
statement declared effective on 8-12-2005.These shares are subject to an
additional 6 month lock-up agreement and may not be sold until 2-12-2006.
Mr Mitchell owns 32,500 shares in his own name and 41,150 in the name of
Di-Su Holding, a Company he shares a 50% interest with Mr Kravitz the CEO.


ITEM 5.  INTEREST IN SECURITIES OF MED GEN.

     Paul  Mitchell is the direct owner of 3,573,650  shares,  or  7.02%
of  Med Gen's issued and outstanding common stock.Paul Mitchell has sold no
shares of common stock of Med Gen within the past 60  days and filed Form 4
as required under the  Securities Act.No person or entity other than Paul
Mitchell is known  to have  the right to receive or the power to direct
the receipt  of dividends  from, or the proceeds of the sale of the shares
owned by Paul Mitchell.


ITEM 6.  CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS
         WITH RESPECT TO SECURITIES OF MED GEN

      3,500,000 common shares are subject to a 6 month lock-up agreement
and cannot be sold until 2-12-2006.


ITEM 7.  MATERIAL TO BE FILED AS EXHIBITS.

     None

     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.


                                      Med Gen, Inc.


                                     By:/S/ Paul Mitchell
                                        ---------------------------
                                        Paul Mitchell,
                                        Title: President

                                        /s/ Paul Mitchell
                                        ------------------------------
                                        Paul Mitchell, Individually