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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
Under
the Securities Exchange Act of 1934
(Amendment
No. )*
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ICOP
Digital, Inc.
(Name
of Issuer)
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Common
Stock
(Title
of Class of Securities)
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44930M203
(CUSIP
Number)
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Calendar
Year 2006
(Date
of Event which Requires Filing of this
Statement)
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Check
the appropriate box to designate the rule pursuant to which this
Schedule
is filed:
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[
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X
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]
Rule 13d-1(b)
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[
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X
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]
Rule 13d-1(c)
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[
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]
Rule 13d-1(d)
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*
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.
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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).
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SCHEDULE
13G
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CUSIP
No. 44930M203
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1.
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Names
of Reporting Persons.
Chester
L.F. and Jacqueline M. Paulson as Joint Tenants
I.R.S.
Identification Nos. of above persons (entities only).
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2.
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Check
the Appropriate Box if a Member of a Group (See Instructions)
(a) [
] (b) [ X
]
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3.
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SEC
USE ONLY
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4.
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Citizenship
or Place of Organization
United
States of America
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Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With:
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5.
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Sole
Voting Power
239,908
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6.
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Shared
Voting Power
1,307,356
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7.
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Sole
Dispositive Power
239,908
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8.
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Shared
Dispositive Power
1,307,356
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9.
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Aggregate
Amount Beneficially Owned by Each Reporting Person
1,547,264
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10.
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Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) [ ]
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11.
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Percent
of Class Represented by Amount in Row (9)
18.9745
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12.
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Type
of Reporting Person
IN
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SCHEDULE
13G
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CUSIP
No. 44930M203
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1.
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Names
of Reporting Persons.
Paulson
Capital Corp.
I.R.S.
Identification Nos. of above persons (entities only).
93-0589534
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2.
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Check
the Appropriate Box if a Member of a Group (See Instructions)
(a) [
] (b) [ X
]
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3.
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SEC
USE ONLY
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4.
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Citizenship
or Place of Organization
United
States of America
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Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With:
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5.
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Sole
Voting Power
0
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6.
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Shared
Voting Power
1,285,056
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7.
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Sole
Dispositive Power
0
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8.
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Shared
Dispositive Power
1,285,056
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9.
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Aggregate
Amount Beneficially Owned by Each Reporting Person
1,285,056
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10.
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Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) [ ]
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11.
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Percent
of Class Represented by Amount in Row (9)
16.034
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12.
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Type
of Reporting Person
BD
and CO
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Item
1.
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(a)
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Name
of Issuer
ICOP
Digital, Inc.
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(b)
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Address
of Issuer's Principal Executive Offices
16801
West 116th Street
Lenexa,
Kansas 66219
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Item
2.
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(a)
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Name
of Person Filing
This
statement is being filed jointly by each of the following persons
pursuant
to Rule 13d-1(k) promulgated by the Securities and Exchange Commission
under Section 13 of the Securities Exchange Act of 1934, as amended:
(i)
Chester L.F. Paulson and Jacqueline M. Paulson, as joint tenants
and each
individually (together, the "Paulsons") who are each 50% members
of the
Paulson Family LLC ("LLC"); and (ii) Paulson Capital Corporation,
an
Oregon corporation ("PLCC"), which directly wholly owns Paulson
Investment
Company, Inc., an Oregon corporation ("PICI"). The Paulsons and
PLCC are
collectively referred to as the "Reporting Persons". The Reporting
Persons
schedule 13G Joint Filing Agreement is attached as Exhibit 1.
Information
with respect to the Reporting Persons is given solely by such Reporting
Persons, and no Reporting Person assumes responsibility for the
accuracy
or completeness of the information by another Reporting Person,
except as
otherwise provided in Rule 13d-1(k). By their signature on this
statement,
each of the Reporting Persons agree that this statement is filed
on behalf
of such Reporting Persons.
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(b)
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Address
of Principal Business Office or, if none, Residence
The
Paulsons, PLCC's, and PICI's principal business address is:
811
SW Naito Parkway, Suite 200
Portland,
OR 97204
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(c)
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Citizenship
The
Paulsons are citizens of the United States of America, and PLCC
and PICI
are organized under the laws of the United States of
America.
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(d)
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Title
of Class of Securities
Common
Stock for ICOP Digital, Inc.
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(e)
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CUSIP
Number
44930M203
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Item
3.
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If
this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c),
check whether the person filing is a:
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(a)
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[
X
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Broker
or dealer registered under section 15 of the Act (15 U.S.C.
78o).
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(b)
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[
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Bank
as defined in section 3(a)(6) of the Act (15 U.S.C.
78c).
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(c)
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[
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Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C.
78c).
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(d)
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[
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Investment
company registered under section 8 of the Investment Company Act
of 1940
(15 U.S.C 80a-8).
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(e)
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[
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An
investment adviser in accordance with
§240.13d-1(b)(1)(ii)(E);
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(f)
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[
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An
employee benefit plan or endowment fund in accordance with
§240.13d-1(b)(1)(ii)(F);
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(g)
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[
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A
parent holding company or control person in accordance with §
240.13d-1(b)(1)(ii)(G);
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(h)
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[
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A
savings associations as defined in Section 3(b) of the Federal
Deposit
Insurance Act (12 U.S.C. 1813);
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(i)
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[
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A
church plan that is excluded from the definition of an investment
company
under section 3(c)(14) of the Investment Company Act of 1940 (15
U.S.C.
80a-3);
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(j)
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[
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Group,
in accordance with §240.13d-1(b)(1)(ii)(J).
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Item
4.
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Ownership.
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(a)
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Amount
beneficially owned:
The
Paulsons may be deemed to be the beneficial owners of a total of
1,547,264
shares of Issuer Common Stock. The precise owners of these shares
is
described more specifically in this paragraph. The Paulsons may
be deemed
to control Paulson Capital Corp. ("PLCC"), which wholly owns Paulson
Investment Company, Inc. ("PICI"). The Paulsons control and are
the sole
and equal members of the Paulson Family LLC ("LLC"). Through the
LLC, the
Paulsons indirectly own 22,300 shares of Issuer Common Stock and
0 shares
of Issuer Warrants. The Paulsons collectively own 100,000 shares
of Issuer
Common Stock and 100,000 shares of Issuer Warrants. Chester Paulson
directly owns 0 shares of Issuer Common Stock, 0 shares of Issuer
Warrants, and Underwriter Warrants exercisable into 38,288 shares
of
Issuer Common Stock. Jacqueline M. Paulson directly owns 0 shares
of
Issuer Common Stock 0 shares of Issuer Warrants, and Underwriter
Warrants
exercisable into 1,620 shares of Issuer Common Stock. The Paulsons
may be
deemed to indirectly own 500,000 shares of Issuer Common Stock,
352,725
shares of Issuer Warrants, and Underwriter Warrants exercisable
into
432,331 shares of Issuer Common Stock through PICI. PLCC directly
owns 0
shares of Issuer Common Stock. Pursuant to SEC Rule 13d-4, the
Paulsons
expressly disclaim beneficial ownership of the 500,000 shares of
Issuer
Common Stock, 352,725 Shares of Issuer Warrants, and the Underwriter
Warrants exercisable into 432,331 shares of Issuer Common Stock
of which
PICI is record owner.
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(b)
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Percent
of class:
As
of November 9, 2006 the Issuer had 7,229,481 shares of Issuer Common
Stock
issued and outstanding, as reported in their 10QSB filed November
13, 2006
(the "Issuer Outstanding Shares"). The Paulsons actual and deemed
beneficial ownership of Issuer Common Stock represented approximately
18.9745% of the Issuer Outstanding Shares. PLCC's indirect beneficial
ownership of Issuer Common Stock represented approximately 16.034%
of the
Issuer Outstanding Shares.
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(c)
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Number
of shares as to which the person has:
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(i)
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Sole
power to vote or to direct the vote
The
Paulsons have sole power to vote or direct the vote of 239,908
shares.
PLCC has sole power to vote or direct the vote of 0
shares.
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(ii)
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Shared
power to vote or to direct the vote
The
Paulsons have shared power to vote or direct the vote of 1,307,356
shares.
PLCC has shared power to vote or direct the vote of 1,285,056
shares.
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(iii)
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Sole
power to dispose or to direct the disposition of
The
Paulsons have sole power to dispose or direct the disposition of
239,908
shares. PLCC has sole power to dispose or direct the disposition
of 0
shares.
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(iv)
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Shared
power to dispose or to direct the disposition of
The
Paulsons have shared power to dispose or direct the disposition
of
1,307,356 shares. PLCC has shared power to dispose or direct the
disposition of 1,285,056 shares
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Item
5.
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Ownership
of Five Percent or Less of a Class
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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 [
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Instruction:
Dissolution of a group requires a response to this item.
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Item
6.
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Ownership
of More than Five Percent on Behalf of Another
Person
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Item
7.
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Identification
and Classification of the Subsidiary Which Acquired the Security
Being
Reported on By the Parent Holding Company or Control
Person
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See
Item 4(a)
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Item
8.
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Identification
and Classification of Members of the Group
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Item
9.
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Notice
of Dissolution of Group
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Not applicable |
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Item
10.
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Certifications
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By
signing below I certify that, to the best of my knowledge and belief,
the
securities referred to above were acquired and are held in the
ordinary
course of business and were not acquired and are not held for the
purpose
of or with the effect of changing or influencing the control of
the issuer
of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose
or
effect.
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Date:
February 6, 2007
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Chester
L.F. Paulson
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By:
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/s/ Chester
L.F. Paulson
Chester
L.F. Paulson
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Title:
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Individually
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Jacqueline
M. Paulson
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By:
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/s/ Jacqueline
M. Paulson
Jacqueline
M. Paulson
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Title:
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Individually
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Paulson
Capital Corp.
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By:
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/s/ Chester
L.F. Paulson
Chester
L.F. Paulson
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Title:
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Chairman
of the Board
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