Schedule 13D AMendment No.2

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, V2cuyoCx4huD9AHeXUFV9N3XOI/9in7A8C6jFnvzZpTMykor/iX4jsg3i67VnA3a rHaUeniLl3Bz/sPCxnvNPg== 0001193125-04-025253.txt : 20040217 0001193125-04-025253.hdr.sgml : 20040216 20040217172034 ACCESSION NUMBER: 0001193125-04-025253 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20040217 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LEWIS BRET A CENTRAL INDEX KEY: 0001068612 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: C/O MICROFLUIDICS INTERNATIONAL CORP STREET 2: 30 OSSIPEE ROAD CITY: NEWTON STATE: MA ZIP: 02164 BUSINESS PHONE: 6179695452 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MFIC CORP CENTRAL INDEX KEY: 0000723889 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY APPARATUS & FURNITURE [3821] IRS NUMBER: 042793022 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-35850 FILM NUMBER: 04610296 BUSINESS ADDRESS: STREET 1: 30 OSSIPEE RD STREET 2: P O BOX 9101 CITY: NEWTON STATE: MA ZIP: 02464-9101 BUSINESS PHONE: 6179695452 MAIL ADDRESS: STREET 1: 30 OSSIPEE ROAD STREET 2: P O BOX 9101 CITY: NEWTON STATE: MA ZIP: 02164-9101 FORMER COMPANY: FORMER CONFORMED NAME: MICROFLUIDICS INTERNATIONAL CORP DATE OF NAME CHANGE: 19930713 SC 13D/A 1 dsc13da.htm SCHEDULE 13D AMENDMENT NO.2 Schedule 13D AMendment No.2

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D / A

Under The Securities Exchange Act of 1934

(Amendment No. 2)*

MFIC Corporation

(Name of Issuer)

Common Stock, $.01 par value per share

(Title of Class of Securities)

595073 10 7

(CUSIP Number)

Bret A. Lewis

11323 Skogen Lane

Grand Haven, Michigan 49417

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

February 12, 2004

(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 §§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 §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. 595073 10 7



1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). Bret A. Lewis

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) OO

5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) Not Applicable	¨

6.	Citizenship or Place of Organization United States of America

NUMBER OF

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

7. Sole Voting Power

100

8. Shared Voting Power

9. Sole Dispositive Power

100

10. Shared Dispositive Power


11.	Aggregate Amount Beneficially Owned by Each Reporting Person 100

12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)	¨

13.	Percent of Class Represented by Amount in Row (11) 0

14.	Type of Reporting Person (See Instructions) IN

Item 1.

Security and Issuer

Bret A. Lewis (“Mr. Lewis”) previously filed a Schedule 13D on August 21, 1998 (the “Original Filing”) and amendment No. 1. thereto on March 9, 2000 (together with the Original Filing, the “Previous Filing”) with respect to shares of Common Stock, $0.01 par value per share, of MFIC Corporation, (the “Issuer”), a Delaware corporation. The address of the principal executive office of the Issuer is 30 Ossipee Road, Newton, Massachusetts 02464-9101. This schedule 13D/A (the “Amendment”) supplements and amends the February 2000 Filing to the extent specified herein. Capitalized terms used but not defined in this Amendment have the meanings given in the February 2000 Filing.

Item 5.

Interest in Securities of the Issuer

Item 5 (a) – (b) – (c) of the Previous Filing is hereby amended as follows:

(a) Mr. Lewis is the beneficial owner of 100 shares of MFIC Corporation, which is 0% of the outstanding shares of the Company.

(b) Mr. Lewis maintains sole investment discretion over 100 shares of MFIC Corporation. Mr. Lewis maintains voting power over 100 shares of MFIC Corporation. Mr.Lewis maintains sole power to dispose or to direct the disposition of 100 shares of MFIC Corporation.

(c) During the period commencing on September 24, 2003 and ending on February 11, 2004, Mr. Lewis sold in private transactions by stock purchase agreements, an aggregate of 700,000 shares of Issuer Common Stock in a series of transactions at a price per share ranging from $0.75 to $3.05 (the “Sales”). The aggregate consideration received by Mr. Lewis from the Sale was $1,325, 000 resulting in an average price per share of approximately $1.89. Prior to the sales Mr. Lewis beneficially owned approximately 9.3% of the shares of the Issuer Common stock.

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.

February 11, 2004

Date

/s/ Bret A. Lewis

Bret A. Lewis

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