SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549


                                 SCHEDULE 13G

                   Under the Securities Exchange Act of 1934



                           AMCON Distributing Company.
                ------------------------------------------------
                               (Name of Issuer)

                          Common Stock - $.01 par value
                ------------------------------------------------
                         (Title of Class of Securities)

                                   02341Q106
                                --------------
                                (CUSIP Number)


                                  June 17, 2004
                        ---------------------------------
            (Date of Event which Requires Filing of this Statement)

Check  the  appropriate  box to  designate  the rule  pursuant  to  which  this
Schedule is filed:

[ ]   Rule 13d-1(b)

|X|   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).



- ------------------------------
CUSIP No. 02341Q106                    13G
          ------------------
- ------------------------------

- ------------------------------------------------------------------------------
  1    NAMES OF REPORTING PERSONS
       I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)

       Draupnir, LLC

- ------------------------------------------------------------------------------
  2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)

                                                           (a)  [ ]
                                                           (b)  [ ]
- ------------------------------------------------------------------------------
  3    SEC USE ONLY


- ------------------------------------------------------------------------------
  4    CITIZENSHIP OR PLACE OF ORGANIZATION

       Delaware

- ------------------------------------------------------------------------------

   NUMBER OF      5  SOLE VOTING POWER    49,489
    SHARES
 BENEFICIALLY     6  SHARED VOTING POWER   0
 OWNED BY EACH
   REPORTING      7  SOLE DISPOSITIVE POWER   49,489
    PERSON
     WITH         8  SHARED DISPOSITIVE POWER    0

- ------------------------------------------------------------------------------

  9    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

                              49,489
- ------------------------------------------------------------------------------
 10    CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see
          instructions)                                                  [ ]

- ------------------------------------------------------------------------------
 11    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
                                8.6%

- ------------------------------------------------------------------------------
 12    TYPE OF REPORTING PERSON

       OO
- ------------------------------------------------------------------------------



ITEM 1(a)  Name of Issuer:

                AMCON Distributing Company

ITEM 1(b)  Address of Issuer's Principal Executive Offices:

                10228 "L" Street
                Omaha, Nebraska 68127

ITEM 2(a)  Name of Person Filing:

                Draupnir, LLC

ITEM 2(b)  Address of Principal Business Office or, if none, Residence:

                500 North Dearborn, 2nd Floor
                Chicago, Illinois  60610

ITEM 2(c)  Citizenship:

                Delaware

ITEM 2(d)  Title of Class of Securities:

                Common Stock, par value $.01 per share.

ITEM 2(e)  CUSIP Number:

                02341Q106

ITEM 3:    If this statement is filed pursuant to ss.ss. 240.13d-1(b)or
240.13d-2(b) or (c), check whether the person filing is a:

                Not applicable

ITEM 4:    Ownership

           (a)  Amount beneficially owned:

                49,489

           (b)  Percent of class:

                8.6%




           (c)  Number of shares of which such person has

                (i)   sole power to vote or to direct the vote:   49,489

                (ii)  shared power to vote or to direct the vote:   0

                (iii) sole power to dispose or to direct the disposition of:
                        49,489

                (iv)  shared power to dispose or to direct the disposition
                      of:   0



ITEM 5:    Ownership of Five Percent or Less of a Class.

                Not applicable.

ITEM 6:    Ownership of More than Five Percent on Behalf of Another Person.

                Allen  Petersen,  a member of the Board of  Directors  of AMCON
                Distributing  Company,  is a member and  managing  director  of
                Draupnir LLC,  which owns 60,000 shares of Series A Convertible
                Preferred  Stock of AMCON  Distributing  Company.  These shares
                of  Preferred  Stock  are  convertible  into  49,489  shares of
                AMCON's  Common Stock.  Pursuant to a designation  by the Board
                of Managers of Draupnir LLC, Mr.  Petersen has the authority to
                vote and direct the disposition of these shares.

ITEM 7:    Identification  and  Classification of the Subsidiary Which Acquired
           the  Security  Being  Reported on By the Parent  Holding  Company or
           Control Person.

                Not applicable.

ITEM 8:    Identification and Classification of Members of the Group.

                Not applicable.

ITEM 9:    Notice of Dissolution of Group.

                Not applicable.


           [The remainder of this page intentionally has been left blank]


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.



July 20, 2004                                  DRAUPNIR, LLC



                                          By:  /s/ Allen D. Petersen
                                             --------------------------------
                                             Allen D. Petersen
                                             Managing Director