-----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, UumZYzXTkM3c5cumil5MSCreRe9tdcYKwKBVeloVhco5PHYUG+129bOYh2H3NH9D lr3BvxOwWQbAFQrr9l6n4w== 0000950117-02-003223.txt : 20021226 0000950117-02-003223.hdr.sgml : 20021225 20021226154543 ACCESSION NUMBER: 0000950117-02-003223 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20021226 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PRENSKY ZACHARY CENTRAL INDEX KEY: 0001167585 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 322 CENTRAL PARK WEST STREET 2: APT 5-R CITY: NEW YORK STATE: NY ZIP: 10025 MAIL ADDRESS: STREET 1: 322 CENTRAL PARK WEST STREET 2: APT 5-R CITY: NEW YORK STATE: NY ZIP: 10025 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: M WAVE INC CENTRAL INDEX KEY: 0000883842 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS, NEC [3679] IRS NUMBER: 363809819 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-43060 FILM NUMBER: 02869129 BUSINESS ADDRESS: STREET 1: 216 EVERGREEN ST CITY: BENSENVILLE ILLINOIS STATE: IL ZIP: 60106 BUSINESS PHONE: 6308609542 MAIL ADDRESS: STREET 1: 216 EVERGREEN STREET CITY: BENSENVILLE STATE: IL ZIP: 60106 SC 13D/A 1 a34069.txt ZACHARY PRENSKY UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) M Wave, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 554034108 (CUSIP Number) c/o Greenbaum, Rowe, Smith, Ravin, Davis & Himmel LLP Eric H. Melzer, Esq. 99 Wood Avenue South P.O. Box 5600 Woodbridge, New Jersey 07095 (Name, Address and Telephone Number of Person Authorized to Receive Notice and Communications) December 23, 2002 (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 ___. Check the following box if a fee is being paid with the statement _______ . (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) 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 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). SCHEDULE 13D CUSIP NO. 554034108 Page 2 of 4 Pages 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Zachary Prensky, social security number: ###-##-#### 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS* PF 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ___ Not Applicable 6. CITIZENSHIP OR PLACE OF ORGANIZATION Zachary Prensky- United States 7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER Zachary Prensky- 200,000 shares 8. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED VOTING POWER CUSIP NO. 554034108 Page 3 of 4 Pages 0 shares 9. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE DISPOSITIVE POWER Zachary Prensky- 200,000 shares 10. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED DISPOSITIVE POWER 0 shares 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON Zachary Prensky- 200,000 shares 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) Zachary Prensky- 4.5% 14. TYPE OF REPORTING PERSON* Zachary Prensky- IN The following items are amendments to the information included in the Schedule 13D dated February 19, 2002 (the "Prior Schedule 13D") filed by Zachary Prensky with respect to the shares of M Wave, Inc. owned by Zachary Prensky. Certain capitalized terms used below and not defined have the meanings given them in the Prior Schedule 13D. Item 5. Interest in Securities of the Issuer Zachary Prensky no longer has any shared voting power nor any shared dispositive power with either Carolyn Beth Prensky or Wolf Prensky. Accordingly, Zachary Prensky no longer beneficially owns five percent (5%) or greater of the shares of M Wave, Inc. and has no further obligation to update the information contained in this Schedule 13D. CUSIP NO. 554034108 Page 4 of 4 Pages Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. See Item 5. 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. December 23, 2002 /s/ Zachary Prensky ------------------- -----END PRIVACY-ENHANCED MESSAGE-----