SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
GIFFORD THOMAS S

(Last) (First) (Middle)
C/O MEDI-HUT CO., INC.
215 MORRIS AVENUE

(Street)
SPRING LAKE, NJ 07762

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MEDI HUT CO INC [ MHUT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Executive VP, CFO & Secretary
3. Date of Earliest Transaction (Month/Day/Year)
11/13/2006
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, Par Value $.001 11/13/2006 M 150,000 A $0.04 3,175,000 D
Common Stock, Par Value $.001 11/13/2006 M 62,500 A $0.03 3,237,500 D
Common Stock, Par Value $.001 310,938 I Trust(1)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrant (right to buy Common Stock) $0.04 11/13/2006 M 150,000 05/14/2004(2) 05/14/2014 Common Stock, $0.001 par value 150,000 $0 200,000(3) I See footnote(4)
Warrant (right to buy Common Stock) $0.03 11/13/2006 M 62,500 02/25/2005(5) 02/25/2015 Common Stock, $0.001 par value 62,500 $0 0(6) I See footnote(4)
Explanation of Responses:
1. These shares are held in trust for the benefit of family members of David R. LaVance, of which the reporting person is trustee. The reporting person disclaims beneficial ownership of the securities held in trust for the benefit of family members of David R. LaVance and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
2. 100,000 shares underlying the Warrant became eligible for purchase on November 24, 2005, the date that Medi-Hut filed its annual report on Form 10-KSB for the year ended October 31, 2002; 100,000 shares underlying the Warrant became eligible for purchase on May 27, 2005, the date that Medi-Hut filed its quarterly reports on Form 10-QSB for the quarters ended January 31, 2003, April 30, 2003 and July 31, 2003; and 100,000 shares underlying the Warrant became eligible for purchase on November 10, 2006, the date that Medi-Hut acquired the exclusive world-wide rights to develop, make and sell the Hickey Cardiac Monitoring System.
3. On November 13, 2006, 150,000 shares underlying the Warrant were purchased by David R. LaVance, a principal of Century Capital Associates LLC.
4. The Warrant Certificate is issued in the name of Century Capital Associates LLC, of which the reporting person is a member. The reporting person disclaims beneficial ownership to the securities underlying the Warrant Certificate except to the extent of his membership interest in Century Capital Associates LLC.
5. 20,833 of the shares underlying the Warrant became eligible for purchase on the last day of each month for the period beginning August 31, 2005 and ending December 31, 2005 and 20,837 of the shares underlying the Warrant became eligible for purchase on January 31, 2006.
6. November 13, 2006, 62,500 shares underlying the Warrant were purchased by David R. LaVance, a principal of Century Capital Associates LLC.
/s/ Thomas S. Gifford 11/15/2006
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.