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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. __________)*
Medina Coffee, Inc.
Common Stock, par value $0.001 per share
584709109
January 21, 2005
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o | Rule 13d-1(b) | |
þ | Rule 13d-1(c) | |
o | Rule 13d-1(d) |
* The remainder of this cover page shall be filled out for a reporting persons 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).
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
Person Authorized to
Recieve Notices and Communications:
Jacob D. Smith, Esq.
Haynes and Boone, LLP
901 Main Street, Suite 3100
Dallas, Texas 75202
(214) 651-5000
SEC 1745 (12-02)
CUSIP No. 584709109 | 13 G | Page 2 of 7 Pages |
1. | Names of Reporting
Persons. I.R.S. Identification Nos. of above persons (entities only). The Pinnacle Fund, L.P., a Texas limited partnership 75-2512784 |
2. | Check the Appropriate Box if a Member of a Group (See Instructions) |
(a) o
(b) þ
3. | SEC Use Only |
4. | Citizenship or Place of Organization Texas |
5. | Sole Voting Power | |||
2,109,636 |
||||
Number of | 6. | Shared Voting Power |
||
Shares | 0 | |||
Beneficially |
|
|||
Owned by Each | 7. | Sole Dispositive Power |
||
Reporting | 2,109,636 | |||
Person |
|
|||
With: | 8. | Shared Dispositive Power |
||
0 | ||||
|
9. | Aggregate Amount Beneficially Owned by Each Reporting Person |
2,109,636 |
||||
10. | Check if the Aggregate Amount
in Row (9) Excludes
Certain Shares (See Instructions) |
|
||||
11. | Percent of Class Represented
by Amount In Row (9) |
5.1% |
||||
12. | Type of Reporting Person (See
Instructions) |
PN
CUSIP No. 584709109 | 13 G | Page 3 of 7 Pages |
1. | Names of Reporting
Persons. I.R.S. Identification Nos. of above persons (entities only). Barry M. Kitt |
2. | Check the Appropriate Box if a Member of a Group (See Instructions) |
(a) o
(b) þ
3. | SEC Use Only |
4. | Citizenship or Place of Organization United States |
5. | Sole Voting Power | |||
2,109,636 |
||||
Number of | 6. | Shared Voting Power |
||
Shares | 0 | |||
Beneficially |
|
|||
Owned by Each | 7. | Sole Dispositive Power |
||
Reporting | 2,109,636 | |||
Person |
|
|||
With: | 8. | Shared Dispositive Power |
||
0 | ||||
|
9. | Aggregate Amount Beneficially Owned by Each Reporting Person |
2,109,636 |
||||
10. | Check if the Aggregate Amount
in Row (9) Excludes
Certain Shares (See Instructions) |
|
||||
11. | Percent of Class Represented
by Amount In Row (9) |
5.1% |
||||
12. | Type of Reporting Person (See
Instructions) |
IN
CUSIP No. 584709109 | Page 4 of 7 |
Item 1(a)
|
Name of Issuer: | |||
Medina Coffee, Inc. | ||||
Item 1(b)
|
Address of Issuers Principal Executive Offices: | |||
BAK Industrial Park, No. 1 BAK Street | ||||
Kuichong Town, Longgang District | ||||
Shenzhen, Peoples Republic of China 518119 | ||||
Item 2(a)
|
Names of Persons Filing: | |||
The Pinnacle Fund, L.P. | ||||
Barry M. Kitt | ||||
Item 2(b)
|
Address of Principal Business Office: | |||
4965 Preston Park Blvd. | ||||
Suite 240 | ||||
Plano, Texas 75093 | ||||
Item 2(c)
|
Citizenship: | |||
See Item 4 of each cover page. | ||||
Item 2(d)
|
Title of Class of Securities: | |||
Common Stock, par value $0.01 per share | ||||
Item 2(e)
|
CUSIP No: | |||
584709109 |
CUSIP No. 584709109 | Page 5 of 7 |
Item 3 |
Status of Persons Filing: | |||||
(a) | o | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); | ||||
(b) | o | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); | ||||
(c) | o | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); | ||||
(d) | o | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); | ||||
(e) | o | An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); | ||||
(f) | o | An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); | ||||
(g) | o | A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); | ||||
(h) | o | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | ||||
(i) | o | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); | ||||
(j) | o | Group, in accordance with §240.13d-1(b)(1)(ii)(J). | ||||
Item 4 |
Ownership: | |||||
(a) | This statement is filed on behalf of The Pinnacle Fund, L.P. (Pinnacle) and Barry M. Kitt. Pinnacle Advisers, L.P. (Advisers) is the general partner of Pinnacle. Pinnacle Fund Management, LLC (Management) is the general partner of Advisers. Mr. Kitt is the sole member of Management. As of January 21, 2005, Pinnacle was the beneficial owner of 2,109,636 shares of common stock of Medina Coffee, Inc. (Common Stock). Mr. Kitt may be deemed to be the beneficial owner of the shares of Common Stock held by Pinnacle. Mr. Kitt expressly disclaims beneficial ownership of all shares of Common Stock held by Pinnacle. | |||||
(b) | Percent of Class: | |||||
See Item 11 of each cover page. | ||||||
(c) | Number of shares as to which each person has: | |||||
(i) | sole power to vote or to direct the vote: | |||||
See Item 5 of each cover page. | ||||||
(ii) | shared power to vote or to direct the vote: | |||||
See Item 6 of each cover page. |
CUSIP No. 584709109 | Page 6 of 7 |
(iii) sole power to dispose or to direct the disposition of: | ||
See Item 7 of each cover page. | ||
(iv) shared power to dispose or to direct the disposition of: | ||
See Item 8 of each cover page. | ||
Item 5
|
Ownership of 5% or Less of a Class: | |
Not applicable. | ||
Item 6
|
Ownership of More than 5% 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 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. | ||
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. |
CUSIP No. 584709109 | Page 7 of 7 |
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: January 27, 2005
THE PINNACLE FUND, L.P. | |||||
By: | Pinnacle Advisers, L.P., its general partner | ||||
By: | Pinnacle Fund Management, LLC, its general | ||||
partner | |||||
By: | /s/ Barry M. Kitt | ||||
Barry M. Kitt, its sole member | |||||
/s/ Barry M. Kitt | |||||
Barry M. Kitt |
EXHIBITS
Exhibit 1
|
Joint Filing Agreement, dated January 27, 2005, by and between The Pinnacle Fund, L.P. and Barry M. Kitt. |