SEC FORM 5

SEC Form 5

FORM 5

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL 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).

Form 3 Holdings Reported.

Form 4 Transactions Reported.

1. Name and Address of Reporting Person^*

BARESEL ROGER P

(Last)

(First)

(Middle)

201 ROBERT S KERR AVE STE 210

(Street)

OKLAHOMA CITY

73102

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
FULLNET COMMUNICATIONS INC [ FULO ]

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

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

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2003

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 at end of Issuer's Fiscal Year (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)	3. Transaction Code (Instr. 8)	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							31,456	D
Common Stock							88,867⁽¹⁾	D
Common Stock							63,850	I	Held by Judith A. Baresel, wife of Roger P. Baresel

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)	4. Transaction Code (Instr. 8)	(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)
Stock Option	$0.04	10/09/2003		4J	261,197		11/16/2004⁽²⁾	10/09/2013	Common Stock	261,197	$0	261,197	D
Stock Option	$0.04	10/09/2003		4J	75,000		10/09/2006⁽³⁾	10/09/2013	Common Stock	75,000	$0	75,000	D
Stock Option	$0.05						03/18/2004⁽⁴⁾	03/18/2012	Common Stock	40,000		40,000	I	Held by Judith A. Baresel, wife of Roger P. Baresel
Stock Option	$1						10/13/2001⁽⁵⁾	10/13/2010	Common Stock	100,000		100,000	D
Stock Option	$0.11						11/16/2004	11/16/2011	Common Stock	23,745		23,745	D
Stock Option	$0.5						10/16/2001	10/16/2011	Common Stock	52,452		52,452	I⁽¹⁾	Held by Judith A. Baresel, wife of Roger P. Baresel
Common Stock Purchase Warrant	$2						05/31/2001	05/31/2006	Common Stock	12,500		12,500	D
Stock Option	$0.04	10/09/2003		4J	33,574		11/16/2004	10/09/2013	Common Stock	33,574	$0	33,574	D

Explanation of Responses:

1. Held jointly by Roger P. Baresel and Judith A. Baresel

2. One-third of the options vest on each of the first three anniversary dates following October 9, 2003.

3. One-half of the options vest on each of the first two anniversary dates following March 18, 2002.

4. These options vest in 25,000 increments on January 13, 2001, April 13, 2001, July 13, 2001 and October 13, 2001.

5. One-third of the options vest on each of the first three anniversary dates following November 16, 2001.

Remarks:

J - Grant to reporting person of options to purchase shares of common stock of FullNet Communications, Inc.

	Roger P Baresel	02/17/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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