Winwood Richard I – ‘SC 13D/A’ on 11/9/98 re: Biomeridian Corp

As of:  Monday, 11/9/98   ·   Accession #:  931731-98-339   ·   File #:  5-42075

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Amendment to General Statement of Beneficial Ownership   —   Schedule 13D
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D/A    Amendment to General Statement of Beneficial           6     25K 
                          Ownership                                              

Document Table of Contents

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

SCHEDULE 13D

 Under the Securities Exchange Act of 1934
 (Amendment No. 5 )*

 Magellan Technology, Inc.
--------------------------------------------------------------------------------
(Name of Issuer)

 Common Stock, $0.0001 Par Value
--------------------------------------------------------------------------------
(Title of Class of Securities)

 559092-40-8
 ---------------------------------------------
(CUSIP Number)

Richard G. Brown, Esq.
 Parr, Waddoups, Brown, Gee & Loveless
185 South State Street, Suite 1300
Salt Lake City, UT 84111
(801) 532-7840
--------------------------------------------------------------------------------
 (Name, Address and Telephone Number of Person Authorized to Receive Notices
 and Communications)

 February 27, 1998
 -----------------
 (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.                                                                           

*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 in 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).                                                                         

Potential persons who are to respond to the collection of information  contained
in this form are not  required to respond  unless the form  displays a currently
valid OMB control number.                                                       

SEC 1746 (10-97)                   Page 1 of 6                                  

SC 13D/A
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 CUSIP No. 559092-40-8                                         Page 2 of 6 Pages
SCHEDULE 13D
--------------------------------------------------------------------------------
1       Names of Reporting Persons.                                           
I.R.S. Identification Nos. of above persons (entities only).  

Richard I. Winwood (the "Reporting Person")                   
--------------------------------------------------------------------------------
2       Check the Appropriate Box if a Member of a Group                      
     (See Instructions)                                          (a) | |
                                                                 (b) | |
--------------------------------------------------------------------------------
3       SEC Use Only                                                          

--------------------------------------------------------------------------------
4       Source of Funds (See Instructions)                                    

N/A                                                           
--------------------------------------------------------------------------------
 5       Check if Disclosure of Legal  Proceedings is Required Pursuant to Items
2(d) or 2(e)                                                  
                                                                     | |
--------------------------------------------------------------------------------
6       Citizenship or Place of Organization                                  

United States                                                 
--------------------------------------------------------------------------------
7         Sole Voting Power 

                                    3,681,050 (includes    (i)   92,019   shares
                                              underlying  currently  exercisable
                                              warrants   held  in  the  name  of
                                              Keystone  Ventures,  L.C.,  a Utah
                                              limited liability company of which
                                              the  Reporting  Person is a member
                                              ("Keystone")   and   (ii)   87,500
                                              shares    underlying     currently
                                              exercisable  warrants  held in the
                                         name of the Reporting Person)
  Number of            ---------------------------------------------------------
Shares                 8         Shared Voting Power                      
Beneficially                                                                    
Owned by                          None                                      
    Each               ---------------------------------------------------------
Reporting               9         Sole Dispositive Power                    
Person                                                                    
     With                           3,681,050 (includes    (i)   92,019   shares
                                              underlying  currently  exercisable
                                              warrants   held  in  the  name  of
                                              Keystone  and (ii)  87,500  shares
                                              underlying  currently  exercisable
                                              warrants  held in the  name of the
                             Reporting Person)
                       ---------------------------------------------------------
     10         Shared Dispositive Power

None    
--------------------------------------------------------------------------------

11      Aggregate Amount Beneficially Owned by Each Reporting Person          

         3,681,050(includes (i) 92,019 shares underlying  currently  exercisable
                  warrants held in the name of Keystone and (ii) 87,500 warrants
                  held    in    the    name    of    the    Reporting    Person)
--------------------------------------------------------------------------------
 12      Check if the Aggregate  Amount in Row (11) Excludes Certain Shares (See
Instructions)                                                 
                                                                     | |

--------------------------------------------------------------------------------
13      Percent of Class Represented by Amount in Row (11)                    

25.2%                                                         
--------------------------------------------------------------------------------
14      Type of Reporting Person (See Instructions)                           

IN                                                            
--------------------------------------------------------------------------------

SC 13D/A
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 CUSIP No. 559092-40-8                                         Page 3 of 6 Pages
SCHEDULE 13D

--------------------------------------------------------------------------------
         This  Amendment No. 5 to the Schedule 13D of Richard I. Winwood  amends
and supplements,  and should be read in conjunction with, the Schedule 13D filed
on May 27, 1994, Amendment No. 1 thereto filed on October 5, 1994, Amendment No.
2 thereto  filed on February 7, 1995,  Amendment No. 3 thereto filed on or about
March 29,  1995,  revised  Amendment  No. 3 thereto  filed on March 12, 1998 and
Amendment No. 4 thereto filed on March 12, 1998.                                
--------------------------------------------------------------------------------

Item 1.  Security and Issuer                                                    

     (a) Title of Class of Equity  Securities:  Common Stock,  $0.0001 par value
(the "Common Stock")                                          

(b) Name of Issuer: Magellan Technology, Inc. (the "Issuer")          

     (c) Address of Issuer's Principal  Executive Office:  13526 South 110 West,
Draper, UT 84020                                              

Item 2.  Identity and Background                                                

(a) Name: Richard I. Winwood (the "Reporting Person")                 

     (b) Business address: 7069 South Highland Drive, Suite 100, Salt Lake City,
UT 84121                                                      

     (c) Present  principal  occupation  or employment  and the name,  principal
         business and address of any corporation or other  organization in which
         such employment is conducted:  President of Winwood Consulting, Inc., a
         consulting firm located at 7069 South Highland  Drive,  Suite 100, Salt
Lake City, UT 84121                                           

     (d) Whether  or not,  during  the last five  years,  such  person  has been
         convicted in a criminal  proceeding  (excluding  traffic  violations or
         similar misdemeanors) and, if so, give the dates, nature of conviction,
         name and location of court, and penalty imposed,  or other  disposition
of the case: None                                             

     (e) Whether or not, during the last five years,  such person was a party to
         a civil  proceeding of a judicial or  administrative  body of competent
         jurisdiction  and as a result of such proceeding 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;
         and, if so,  identify and describe such  proceedings  and summarize the
terms of such judgment, decree or final order: None           

(f) Citizenship: United States                                        

SC 13D/A
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 CUSIP No. 559092-40-8                                         Page 4 of 6 Pages
SCHEDULE 13D

Item 3.  Source and Amount of Funds or Other Consideration                      

                  On February 27, 1998, 333,333 shares were issued by the Issuer
         to the  Reporting  Person upon  conversion of notes payable held by the
         Reporting  Person and payable by the Issuer.  The  conversion  rate was
         $.75/share.  The interest due on such notes was applied to the exercise
         price of warrants to purchase shares of the Issuer's common stock.  The
         warrants  were  held in the name of  Keystone  Ventures,  L.C.,  a Utah
         limited liability company  ("Keystone"),  of which the Reporting Person
         is the  controlling  member.  The  exercise  price of the  warrants was
         $.30/share. Upon exercise of the warrants, the underlying 28,816 shares
         of the  Issuer's  common  stock were  transferred  by  Keystone  to the
         Reporting Person. No consideration was paid by the Reporting Person for
such shares.                                                  

Item 4.  Purpose of Transaction                                                 

                  See Item 3 above. All securities  acquired in such transaction
were acquired for investment purposes.                        

                  The Reporting Person reserves the right to purchase additional
         securities  of the Issuer or to dispose of such  securities in the open
         market,  in privately  negotiated  transactions  or in any other lawful
         manner in the future.  Except as described  above, the Reporting Person
         presently has no plans or proposals  which relate to or would result in
         any  action   enumerated  in  subparagraphs  (a)  through  (j)  of  the
instructions for Item 4 of Schedule 13D.                      

Item 5.  Interest in Securities of the Issuer                                   

         (a)      The   aggregate   number  of  shares  of  the   Common   Stock
                  beneficially  owned by the Reporting Person as of February 27,
                  1998 was 3,681,050 shares, which included (i) 3,139,382 shares
                  of the Common  Stock held in  Keystone's  name,  (ii)  362,149
                  shares of the Common Stock held by the reporting Person in his
                  own name,  (iii) 92,019 shares of the Common Stock  underlying
                  currently  exercisable  warrants  held in the name of Keystone
                  and  (iv)  87,500  shares  of  the  Common  Stock   underlying
                  currently  exercisable warrants held in the Reporting Person's
                  name.  The  3,681,050  shares of the Common Stock  represented
  25.2% of the outstanding shares of the Issuer.

         (b)      As of February 27,  1998,  the  Reporting  Person had the sole
                  power to  vote,  direct  the  vote,  dispose  and  direct  the
            disposition of the 3,681,050 shares of the Common Stock.

(c)      See Item 3 above.                                    

         (d)      No other  person  has the  right to  receive  or the  power to
                  direct the receipt of dividends from, or the proceeds from the
           sale of the above-discussed shares of the Common Stock.

(e)      Not applicable.                                      

Item 6.  Contracts,  Arrangements,  Understandings or Relationships with Respect
to Securities of the Issuer                                   

None.                                                         

SC 13D/A
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 CUSIP No. 559092-40-8                                         Page 5 of 6 Pages
SCHEDULE 13D

Item 7.  Material to Be Filed as Exhibits                                       

None.                                                         

SC 13D/A
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 CUSIP No. 559092-40-8                                         Page 6 of 6 Pages
SCHEDULE 13D

 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.                                                           

November 5, 1998                                /s/ RICHARD I. WINWOOD
----------------                                ----------------------
Date                                            Richard I. Winwood    

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘SC 13D/A’ Filing		Date		First		Last			Other Filings
		8/31/99		1
Filed on:		11/9/98
		11/5/98		6
		3/12/98		3					SC 13D/A
		2/27/98		1		4
		3/29/95		3
		2/7/95		3
		10/5/94		3
		5/27/94		3
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