UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ________)*
Mirenco, Inc.
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(Name of Issuer)
Common Stock no par value
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(Title of Class of Securities)
604697102
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(CUSIP Number)
Dwayne Fosseen, P.O. Box 343, Radcliffe, IA 50230
Phone: 515-899-2164
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
05/30/2001
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(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 (S)(S)240.13d-1(e), 240.13d-1(f) or
240.13d-1(g), check the following box. [_]
Note: Schedules filed in paper format shall include a signed original
and five copies of the schedule, including all exhibits. See
(S)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. .604697102
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1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons
(entities only).
Dwayne Fosseen
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2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b) X
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3. SEC Use Only
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4. Source of Funds (See Instructions) - PF and OO
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5. Check if Disclosure of Legal Proceedings Is Required Pursuant
to Items 2(d) or 2(e)
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6. Citizenship or Place of Organization - United States of
America
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Number of
Shares 7. Sole Voting Power - 9,008,700 shares
Beneficially
Owned by ----------------------------------------------------------------
Each
Reporting 8. Shared Voting Power - 39,200 shares
Person With
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9. Sole Dispositive Power - 9,008,700 shares
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10. Shared Dispositive Power - 39,200 shares
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11. Aggregate Amount Beneficially Owned by Each Reporting Person
- 9,047,900 shares
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12. Check if the Aggregate Amount in Row (11) Excludes Certain
Shares (See Instructions)
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13. Percent of Class Represented by Amount in Row (11) - 68.5%
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14. Type of Reporting Person (See Instructions) - IN
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Item 1. Security and Issuer
This statement relates to the no par value common stock, the only voting class
of securities, of Mirenco, Inc., which is located at 206 May Street, Radcliffe,
IA 50230.
Item 2. Identity and Background
This statement is being filed by Dwayne Fosseen, President and Chief Executive
Officer of Mirenco, Inc. Mr. Fosseen currently resides at 12382 240/th/ Street,
Radcliffe, Iowa 50230. During the past five years, Mr. Fosseen has not been
convicted in a criminal proceeding, nor has he been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction. Mr.
Fosseen is a citizen of the United States of America.
Item 3. Source and Amount of Funds or Other Consideration
On February 24, 1997 Dwayne Fosseen received 600,000 shares of Mirenco, Inc. no
par value common stock in exchange for certain product distributor and
manufacturing rights, product development inventory, research and development
material, environmental emission testing material, a small amount of inventory,
and certain other intangible assets. In lieu of cash, Mr. Fosseen agreed to
accept his 1997 salary from Mirenco, Inc. as 7,800 shares of common stock. On
May 27, 1998 Mr. Fosseen sold 2000 shares of Mirenco, Inc. common stock to an
Iowa resident for $10,000 and on June 8, 1998 he sold another 5,220 shares to
Iowa residents for $26,100. On June 9, 1998 a three-for-one stock split yielded
Mr. Fosseen an additional 1,201,160 shares and on April 16, 1999 a five-for-one
stock split yielded him 7,206,960 additional shares bringing the total shares
directly owned by Mr. Fosseen to the current level of 9,008,700 shares.
Item 4. Purpose of Transaction
Mr. Fosseen intends to maintain his majority control of the corporation and has
no immediate plans to sell any of the Mirenco, Inc. common stock, which he
currently holds.
Item 5. Interest in Securities of the Issuer
On May 30, 2001 Dwayne Fosseen was the beneficial owner of 9,047,900 shares or
68.5% of Mirenco, Inc. common stock. Dwayne Fosseen directly owns 9,008,700
shares for which he has sole power to vote and sole power to dispose. He has
beneficial ownership of 1,200 shares with his daughter, Mary Fosseen, for which
he indirectly shares the power to direct the vote and the power to direct the
disposition. Mary Fosseen's permanent address is 12382 240/th/ Street,
Radcliffe, Iowa. During the past five years, she has not been convicted in a
criminal proceeding, nor has she been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction. Mary Fosseen is a
citizen of the United States of America. Dwayne Fosseen also has beneficial
ownership with his spouse, Betty Fosseen, of 38,000 options to purchase common
stock at $.29 per share. He indirectly shares the power to direct the vote and
the power to direct the disposition with regard to these options, which expire
on December 31, 2008.
Betty Fosseen currently resides at 12382 240/th/ Street, Radcliffe, Iowa and
during the past five years, she has not been convicted in a criminal proceeding,
nor has she been a party to a civil proceeding of a judicial or administrative
body of competent jurisdiction. Mrs. Fosseen is a citizen of the United States
of America. In the past sixty days there were no common stock transactions that
were effected by Dwayne, Mary or Betty Fosseen.
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.
Date: May 7, 2002
Signature: /s/ Dwayne Fosseen