sc13g
 

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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. )*

NEOMEDIA TECHNOLOGIES, INC.

(Name of Issuer)

COMMON STOCK

(Title of Class of Securities)

640505-10-3

(Cusip Number)

February 28, 2003

(Date of Event Which Requires Filing of this Statement)

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

        o Rule 13d-1 (b)

        x Rule 13d-1 (c)

        o 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 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. 640505-10-3
  1. Name of Reporting Person:
William H. Elett		 I.R.S. Identification Nos. of above persons (entities only):
  2. Check the Appropriate Box if a Member of a Group:
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Citizenship or Place of Organization:
United States
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
5. Sole Voting Power:
1,983,000
6. Shared Voting Power:
0
7. Sole Dispositive Power:
1,983,000
8.Shared Dispositive Power:
0
  9.Aggregate Amount Beneficially Owned by Each Reporting Person:
1,983,000
  10.Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
o
  11.Percent of Class Represented by Amount in Row (9):
5.80%
  12.Type of Reporting Person:
IN

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13G

       
Item 1.
  (a) Name of Issuer:
    NeoMedia Technologies, Inc.
  (b) Address of Issuer’s Principal Executive Offices:
    2201 Second Street
Suite 600
Fort Myers, FL 33901
 
Item 2.
  (a) Name of Person Filing:
    William H. Elett
  (b) Address of Principal Business Office or, if none, Residence:
    3270 64th Street, SW
Naples, FL 34105
  (c)Citizenship:
    United States
  (d) Title of Class of Securities:
    Common Stock
  (e) CUSIP Number:
    640505-10-3
 
Item 3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
  (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 associations 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).
 

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13G

       
Item 4. Ownership.
  (a) Amount beneficially owned:
    1,983,000
  (b) Percent of class:
    5.80%
  (c) Number of shares as to which the person has:
    (i) Sole power to vote or to direct the vote:
      1,983,000
    (ii) Shared power to vote or to direct the vote:
      0
    (iii) Sole power to dispose or to direct the disposition of:
      1,983,000
    (iv) Shared power to dispose or to direct the disposition of:
      0
 
Mr. Elett is the beneficial owner of the shares because he acts as trustee for various trusts for the benefit of family members. Mr. Elett became a beneficial holder of more than 5% of NeoMedia Technologies, Inc. Common Stock as a result of purchases made on February 28, 2003. Since that time, Mr. Elett has purchased additional shares of NeoMedia Technologies, Inc. The ownership information reported herein is calculated based on the number of shares owned by Mr. Elett and the number of outstanding shares of NeoMedia Technologies, Inc. as of March 18, 2003.
 
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 person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following o.
 
Item 6.Ownership of More than Five Percent on Behalf of Another Person.
 
As trustee for the trusts, Mr. Elett has the power to direct the receipt of dividends from or the proceeds of the sale of shares.
 
Item 7.Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.
 
Not applicable.
 
Item 8.Identification and Classification of Members of the Group.
 
Not applicable.
 
Item 9.Notice of Dissolution of Group.
 
Not applicable.

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13G

       
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: March 19, 2003
   
(Individually)
 
/s/ William H. Elett
Name: William H. Elett
Title:


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