SEC FORM 4

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^*

DEGEORGE LAWRENCE F

(Last)

(First)

(Middle)

140 INTRACOASTAL POINTE DRIVE, SUITE 410

(Street)

JUPITER

33477

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ADVANCE DISPLAY TECHNOLOGIES INC [ ADTI.OB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/06/2009

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	07/06/2009		J⁽¹⁾⁽²⁾		1,267,531	A	$1	5,450,040	D
Common Stock	07/06/2009		J⁽¹⁾⁽³⁾		1,943,901	A	$1	7,393,941	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Convertible, Redeemable Promissory Notes	$0.0167	07/06/2009		C			$146,396.64	⁽⁴⁾	⁽⁴⁾	Series D Convertible Preferred Stock	8,766,266	$0	0	D
Series D Convertible Preferred Stock	$0.0167⁽⁵⁾	07/06/2009		C		8,766,266		⁽⁶⁾	⁽⁶⁾	Common Stock	8,766,266	$0.0167	44,010,815	D
Series G Convertible Preferred Stock	⁽⁹⁾	07/06/2009		J⁽¹⁾⁽⁷⁾			90,544	⁽⁸⁾	⁽⁸⁾	Common Stock	90,544,000	⁽⁹⁾	0	D
Series D Convertible Preferred Stock	⁽¹⁰⁾	07/06/2009		J⁽¹⁾⁽⁷⁾		90,544,000		⁽⁶⁾	⁽⁶⁾	Common Stock	90,544,000	⁽¹⁰⁾	134,554,815	D

Explanation of Responses:

1. On July 6, 2009 (the "Effective Date"), Advance Display Technologies, Inc. (the "Company") entered into a series of agreements pursuant to which it changed the capital structure of the Company (the "Recapitalization"). As part of the Recapitalization, the Company entered into exchange agreements (the "Exchange Agreements") with the holders of its outstanding Series E, F and G Convertible Preferred Stock (the "Preferred Stock") pursuant to which the Company exchanged all of the outstanding shares of its Preferred Stock for shares of the Company's common stock and Series D Convertible Preferred Stock, respectively.

2. In accordance with the Exchange Agreements, on the Effective Date, the reporting person exchanged all of his 1,008,985 shares of Series E Convertible Preferred Stock, including all accumulated and unpaid dividends thereon, for 1,267,531 shares of the Company's common stock, at a price of $1.00 per share of common stock.

3. In accordance with the Exchange Agreements, on the Effective Date, the reporting person exchanged all of his 1,943,901 shares of Series F Convertible Preferred Stock for 1,943,910 shares of the Company's common stock, at a price of $1.00 per share of common stock.

4. The Convertible, Redeemable Promissory Notes were convertible into shares of the Company's Series D Convertible Preferred Stock at any time and had no expiration date.

5. These shares of Series D Convertible Preferred Stock are convertible into shares of the Company's common stock at a price per share of $0.0167.

6. Shares of Series D Convertible Preferred Stock are convertible into shares of the Company's common stock at any time and have no expiration date.

7. In accordance with the Exchange Agreements, on the Effective Date, the reporting person exchanged all of his 90,544 shares of Series G Convertible Preferred Stock for 90,544,000 shares of the Company's Series D Convertible Preferred Stock, at prices ranging from $0.07 to $0.11 per share, depending on the original issue price of the Series G shares exchanged.

8. Each share of Series G Convertible Preferred Stock was convertible into 1000 shares of the Company's common stock at any time and had no expiration date.

9. The shares of Series D Convertible Preferred Stock that were received upon the exchange of the reporting person's shares of Series G Convertible Preferred Stock are convertible into common stock at varying prices based upon the original issuance price of the Series G Convertible Preferred Stock, which ranged from $0.07 to $0.11 per common share equivalent.

10. These shares of Series D Convertible Preferred Stock are convertible into shares of the Company's common stock. The conversion price is based upon the original issuance price of the Series G Convertible Preferred Stock for which these shares of Series D Convertible Preferred Stock wre exchanged, which prices ranged from $0.07 and $0.11 common share equivalent.

Remarks:

	/s/ Lawrence F. DeGeorge	07/09/2009
	** Signature of Reporting Person	Date
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* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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