-----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, HAcpE40WTUq/Gqoar5cvn4wbxBklQ766B16/6xSo63qVimsJukhBQXwAa9xxSChd m2B+w95eZu/czgMaKsYa1w== 0001045969-03-000302.txt : 20030212 0001045969-03-000302.hdr.sgml : 20030212 20030212171743 ACCESSION NUMBER: 0001045969-03-000302 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030212 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HEALTH FITNESS CORP /MN/ CENTRAL INDEX KEY: 0000886432 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISC HEALTH & ALLIED SERVICES, NEC [8090] IRS NUMBER: 411580506 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-48334 FILM NUMBER: 03555495 BUSINESS ADDRESS: STREET 1: 3500 W 80TH ST STREET 2: STE 130 CITY: BLOOMINGTON STATE: MN ZIP: 55431 BUSINESS PHONE: 6128316830 MAIL ADDRESS: STREET 2: 3500 WEST 80TH STREET CITY: BLOOMINGTON STATE: MN ZIP: 55431 FORMER COMPANY: FORMER CONFORMED NAME: HEALTH FITNESS CORPORATION DATE OF NAME CHANGE: 19940916 FORMER COMPANY: FORMER CONFORMED NAME: HEALTH FITNESS PHYSICAL THERAPY INC DATE OF NAME CHANGE: 19940916 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: WELLS FARGO & CO/MN CENTRAL INDEX KEY: 0000072971 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 410449260 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 420 MONTGOMERY ST CITY: SAN FRANCISCO STATE: CA ZIP: 94163 BUSINESS PHONE: 6126671234 MAIL ADDRESS: STREET 1: WELLS FARAGO CENTER STREET 2: SIXTH & MARQUETTE CITY: MINNEAPOLIS STATE: MN ZIP: 55479 FORMER COMPANY: FORMER CONFORMED NAME: NORTHWEST BANCORPORATION DATE OF NAME CHANGE: 19830516 FORMER COMPANY: FORMER CONFORMED NAME: NORWEST CORP DATE OF NAME CHANGE: 19920703 SC 13G/A 1 dsc13ga.txt AMEND. NO. 2 TO SCHEDULE 13G HEALTH FITNESS CORP. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) Health Fitness Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 42217V102 (CUSIP Number) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) *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 the 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). 13G CUSIP NO. 42217V102 1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Wells Fargo & Company Tax Identification No. 41-0449260 2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3) SEC USE ONLY 4) CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF (5) SOLE VOTING POWER SHARES 944,473 BENEFICIALLY (6) SHARED VOTING POWER OWNED BY 0 EACH (7) SOLE DISPOSITIVE POWER REPORTING 944,473 PERSON (8) SHARED DISPOSITIVE POWER WITH 0 9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 944,473 10) CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.7% 12) TYPE OF REPORTING PERSON HC 2 13G CUSIP NO. 42217V102 1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Wells Fargo Bank Minnesota, National Association Tax Identification No. 94-1347393 2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3) SEC USE ONLY 4) CITIZENSHIP OR PLACE OF ORGANIZATION United States of America NUMBER OF (5) SOLE VOTING POWER SHARES 944,473 BENEFICIALLY (6) SHARED VOTING POWER OWNED BY 0 EACH (7) SOLE DISPOSITIVE POWER REPORTING 944,473 PERSON (8) SHARED DISPOSITIVE POWER WITH 0 9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 944,473 10) CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.7% 12) TYPE OF REPORTING PERSON BK 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) DISCLAIMER: Information in this Schedule 13G is provided solely for the purpose of complying with Sections 13(d) and 13(g) of the Act and regulations promulgated thereunder, and is not to be construed as an admission that Wells Fargo & Company or any of its subsidiaries is the beneficial owner of the securities covered by this Schedule 13G for any purpose whatsoever. Item 1(a) Name of Issuer: Health Fitness Corporation Item 1(b) Address of Issuer's Principal Executive Offices: 3500 West 80th Street Bloomington, MN 55431 Item 2(a) Name of Person Filing: 1. Wells Fargo & Company 2. Wells Fargo Bank Minnesota, National Association Item 2(b) Address of Principal Business Office: 1. Wells Fargo & Company 420 Montgomery Street San Francisco, CA 94104 2. Wells Fargo Bank Minnesota, National Association Wells Fargo Center Sixth Street and Marquette Avenue Minneapolis, MN 55479 Item 2(c) Citizenship: 1. Wells Fargo & Company: Delaware 2. Wells Fargo Bank Minnesota, National Association: United States Item 2(d) Title of Class of Securities: Common Stock Item 2(e) CUSIP Number: 42217V102 Item 3 The person filing is a: 1. Wells Fargo & Company: Parent Holding Company in accordance with 240.13d-1(b)(1)(ii)(G) 2. Wells Fargo Bank Minnesota, National Association: Bank as defined in Section 3(a)(6) of the Act 4 Item 4 Ownership: See Items 5-11 of each cover page. Information as of December 31, 2002 Item 5 Ownership of Five Percent or Less of a Class: If this statement is being filed to report the fact that as of the date hereof the reporting persons have ceased to be beneficial owners of more than five percent of the class of securities, check the following [ ]. Item 6 Ownership of More than Five Percent on Behalf of Another Person: Not applicable. Item 7 Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company: See Attachment A. Item 8 Identification and Classification of Members of the Group: Not applicable. Item 9 Notice of Dissolution of Group: Not applicable. Item 10 Certification: By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. 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. Date: February 10, 2003 WELLS FARGO & COMPANY By: /s/ Laurel A. Holschuh --------------------------------------------- Laurel A. Holschuh, Senior Vice President and Secretary 5 ATTACHMENT A ------------ The Schedule 13G to which this attachment is appended is filed by Wells Fargo & Company on behalf of the following subsidiaries: Wells Fargo Bank Minnesota, National Association (1) - --------------------- (1) Classified as a bank in accordance with Regulation 13d-1(b)(1)(ii)(B). 6 -----END PRIVACY-ENHANCED MESSAGE-----