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^*

DESTINATION CAPITAL LLC

(Last)

(First)

(Middle)

805 SW BROADWAY, SUITE 560

(Street)

PORTLAND

97205-3345

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
MICROFIELD GROUP INC [ MICG ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/22/2004

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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)

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)
Common Stock Purchase Warrants	$0.31	07/22/2004		A		1,403,548		07/01/2004	07/01/2009	Common Stock	1,403,548	$0.31	1,403,548	D
Common Stock Purchase Warrants	$0.31	07/22/2004		D			1,403,548	07/01/2004	07/01/2009	Common Stock	1,403,548	$0.31	88,604	I	By Destination Capital, LLC⁽¹⁾
Common Stock Purchase Warrants	$0.38	09/01/2004		A		131,250		09/01/2004	09/01/2009	Common Stock	131,250	$0.38	131,250	D
Common Stock Purchase Warrants	$0.38	09/01/2004		D			131,250	09/01/2004	09/01/2005	Common Stock	131,250	$0.38	131,250	I	By Destination Capital, LLC⁽²⁾
Common Stock Purchase Warrants	$0.38	12/01/2004		A		450,000		12/01/2004	12/01/2009	Common Stock	450,000	$0.38	450,000	D
Common Stock Purchase Warrants	$0.38	12/01/2004		D			450,000	12/01/2004	12/01/2009	Common Stock	450,000	$0.38	450,000	I	By Destination Capital, LLC⁽³⁾
Common Stock Purchase Warrants	$0.38	03/01/2005		A		450,000		03/01/2005	03/01/2010	Common Stock	450,000	$0.38	450,000	D
Common Stock Purchase Warrants	$0.38	03/01/2005		D			450,000	03/01/2005	03/01/2010	Common Stock	450,000	$0.38	450,000	I	By Destination Capital, LLC⁽³⁾
Common Stock Purchase Warrants	$0.38	06/01/2005		A		450,000		06/01/2005	06/01/2010	Common Stock	450,000	$0.38	450,000	D
Common Stock Purchase Warrants	$0.38	06/01/2005		D			450,000	06/01/2005	06/01/2010	Common Stock	450,000	$0.38	450,000	I	By Destination Capital, LLC⁽³⁾

1. Name and Address of Reporting Person^*

DESTINATION CAPITAL LLC

(Last)

(First)

(Middle)

805 SW BROADWAY, SUITE 560

(Street)

PORTLAND

97205-3345

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

CHRISTENSON LEASING CO LLC

(Last)

(First)

(Middle)

805 SW BROADWAY, SUITE 560

(Street)

PORTLAND

97205-3345

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

JMW GROUP LLC

(Last)

(First)

(Middle)

805 SW BROADWAY

SUITE 560

(Street)

PORTLAND

97205

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. Destination Capital, LLC received these warrants for arranging financing for Microfield's subidiary, Christenson Velagio, Inc., and assigned all of these warrants to other entities and individuals. Destination Capital, LLC continues to indirectly beneficially own 38,604 of the warrants that it assigned to JMW Group, LLC, which owns approximately 84% of Destination Capital, LLC. JMW Group, LLC is the direct beneficial owner of 38,604 Common Stock Purchase Warrants. The remaining warrants were assigned to individuals or entities that are not subject to reporting requirements.

2. Destination Capital, LLC assigned all 131,250 warrants to JMW Group, LLC. Destination Capital, LLC is the indirect beneficial owner of these warrants because JMW Group, LLC owns approximately 84% of Destination Capial, LLC. JMW Group, LLC is the direct beneficial owner of 131,250 Common Stock Purchase Warrants.

3. Destination Capital, LLC assigned 281,250 of these warrants to JMW Group, LLC. Destination Capital, LLC is the indirect beneficial owner of these warrants because JMW Group, LLC owns approximately 84% of Destination Capital, LLC. JMW Group, LLC is the direct beneficial owner of 281,250 Common Stock Purchase Warrants. Destination Capital, LLC assigned 168,750 of these warrants to Christenson Leasing Company, LLC. Destination Capital, LLC is the indirect beneficial owner of these warrants because Christenson Leasing Company, LLC is a wholly owned subsidiary of Destination Capital, LLC. Christenson Leasing Company, LLC is the direct beneficial owner of 168,750 Common Stock Purchase Warrants.

Remarks:

	/s/ Robert J. Jesenik	09/15/2005
	/s/ Robert J. Jesenik	09/15/2005
	/s/ Robert J. Jesenik	09/15/2005
	** 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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