SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
AMERICAN EAGLE MANUFACTURING CO.
(NAME OF ISSUER)
COMMON STOCK, PAR VALUE $0.001 PER SHARE
(TITLE OF CLASS OF SECURITIES)
025935 10 7
(CUSIP NUMBER)
DAVID M. LOEV, ATTORNEY AT LAW
2777 ALLEN PARKWAY
SUITE 1000
HOUSTON, TEXAS 77019
(713) 524-4110
(NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON
AUTHORIZED TO RECEIVE NOTICES AND COMMUNICATIONS)
DECEMBER 4, 2003
(DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT)
IF THE FILING PERSON HAS PREVIOUSLY FILED A STATEMENT ON SCHEDULE 13G TO REPORT
THE ACQUISITION WHICH IS THE SUBJECT OF THIS SCHEDULE 13D, AND IS FILING THIS
SCHEDULE BECAUSE OF RULE 13D-1(B)(3) OR (4), CHECK THE FOLLOWING BOX. [ ]
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.
|1| NAMES OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Don Logan 561-50-4586
-------------------------------------------------------------------------------
|2| CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a)[ ]
(b)[ ]
-------------------------------------------------------------------------------
|3| SEC USE ONLY
-------------------------------------------------------------------------------
|4| SOURCE OF FUNDS*
SC
-------------------------------------------------------------------------------
|5| CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
-------------------------------------------------------------------------------
|6| CITIZENSHIP OR PLACE OF ORGANIZATION
United States
-------------------------------------------------------------------------------
|7| SOLE VOTING POWER
NUMBER OF N/A
SHARES
BENEFICIALLY |8| SHARED VOTING POWER
OWNED BY EACH 20,000,000
REPORTING
PERSON WITH |9| SOLE DISPOSITIVE POWER
N/A
-------------------------------------------------------------------------------
|10| SHARED DISPOSITIVE POWER
20,000,000
-------------------------------------------------------------------------------
|11| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,000,000
-------------------------------------------------------------------------------
|12| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES * N/A
-------------------------------------------------------------------------------
|13| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
73.3%
-------------------------------------------------------------------------------
|14| TYPE OF REPORTING PERSON *
IN
-------------------------------------------------------------------------------
ITEM 1. Security and Issuer
Schedule 13D relates to the Common Stock of American Eagle Manufacturing Co.
The principal executive offices of American Eagle Manufacturing Co. are located
at 2052 Corte Del Nogal, Carlsbad, California 92009.
ITEM 2. Identity and Background
(a)-(c) This Statement in Schedule 13D is being filed by Don Logan. Mr.
Logan's business address is 2052 Corte Del Nogal, Carlsbad, California 92009.
Mr. Logan is the Chief Executive Officer of American Eagle Manufacturing Co.
Mr. Logan is also the Chief Executive Officer of American Eagle Corp. ("Eagle
Corp."), a wholly owned Nevada subsidiary of American Eagle Manufacturing Co.
Mr. Logan also serves as a Director of both American Eagle Manufacturing Co. and
Eagle Corp.
(d)-(e) During the last five years, Mr. Logan: (i) has not been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors); or
(ii) was not a party to a civil proceeding of a judicial or administrative body
of competent jurisdiction and as a result of such proceeding was or is subject
to a judgment, decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or state securities laws
or finding any violation with respect to such laws.
(f) Mr. Logan is a citizen of the United States.
ITEM 3. Source of Amount of Funds or Other Compensation
Mr. Logan is the husband of Barrie Logan. As joint tenants with right of
survivorship, they acquired 20,000,000 shares (or 73.3% beneficial ownership
assuming full participation in the Share Exchange) of Common Stock of American
Eagle Manufacturing Co. in exchange for 20,000,000 shares of common stock of
Eagle Corp. pursuant to an Exchange Agreement dated December 4, 2003 (the
"Exchange") which is incorporated by reference to an exhibit attached to a Form
8-K filed on December 10, 2003. Ms. Logan is filing a separate statement on
Schedule 13D on her own behalf.
ITEM 4. Purpose of Transaction
Mr. Logan acquired the securities of American Eagle Manufacturing Co. for
investment purposes. Depending on general market and economic conditions
affecting American Eagle Manufacturing Co. and other relevant factors, Mr. Logan
may purchase additional securities of American Eagle Manufacturing Co. or
dispose of some or all of securities from time to time in open market
transactions, private transactions or otherwise.
Mr. Logan does not have any plans or proposals which relate to or result in:
(a) the acquisition by any person of additional securities of American Eagle
Manufacturing Co., or the disposition of securities of American Eagle
Manufacturing Co.;
(b) an extraordinary transaction, such as a merger, reorganization or
liquidation, involving American Eagle Manufacturing Co. or any of its
subsidiaries;
(c) a sale or transfer of a material amount of assets of American Eagle
Manufacturing Co. or any of its subsidiaries;
(d) any change in the present board of directors or management of American
Eagle Manufacturing Co., including any plans or proposals to change the number
or term of directors or to fill any existing vacancies on the board;
(e) any material change in the present capitalization or dividend policy of
American Eagle Manufacturing Co.;
(f) any other material changes in American Eagle Manufacturing Co.'s
business or corporate structure;
(g) changes in American Eagle Manufacturing Co.'s charter, bylaws or
instruments corresponding thereto or other actions which may impede the
acquisition of control of American Eagle Manufacturing Co. by any person;
(h) causing a class of securities of American Eagle Manufacturing Co. to be
delisted from a national securities exchange or cease to be authorized to be
quoted in an inter-dealer quotation system of a registered national securities
association;
(i) a class of equity securities of American Eagle Manufacturing Co.
becoming eligible for termination of registration pursuant to Section 12(g)(4)
of the Securities Exchange Act of 1934; or
(j) any action similar to any of those enumerated above.
ITEM 5. Interest in Securities of the Issuer
(a) Don Logan beneficially owns 20,000,000 shares of Common Stock, $0.001
par value, of American Eagle Manufacturing Co. with his wife Barrie Logan as
joint tenants with right of survivorship. The shares of Common Stock
beneficially owned by Mr. Logan constitute approximately 73.3% of the total
number of shares of Common Stock of American Eagle Manufacturing Co., based upon
27,290,399 shares of Common Stock assuming full participation in the Share
Exchange Agreement dated December 4, 2003.
(b) Mr. Logan has shared power to vote or to direct the vote, and shared
power to dispose or to direct the disposition of, the shares beneficially owned
by Mr. Logan. Mr. Logan shares such power with his wife Barrie Logan.
Barrie Logan's business address is 2052 Corte Del Nogal, Carlsbad, California
92009. Ms. Logan is the Vice President and Secretary of American Eagle
Manufacturing Co. Ms. Logan is also the Vice President and Secretary of
American Eagle Corp. ("Eagle Corp."), a wholly owned Nevada subsidiary of
American Eagle Manufacturing Co. Ms. Logan also serves as a Director of both
American Eagle Manufacturing Co. and Eagle Corp.
During the last five years, Ms. Logan: (i) has not been convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors); or (ii) was
not a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction and as a result of such proceeding was or is subject to a
judgment, decree or final order enjoining future violations of, or prohibiting
or mandating activities subject to, federal or state securities laws or finding
any violation with respect to such laws.
(c) Mr. Logan acquired the Common Stock as a result of the transaction
discussed in ITEM 3, above.
(d) Barrie Logan, who owns the Common Stock with Mr. Logan as joint tenants
with right of survivorship, has the joint right to receive or the power to
direct the receipt of dividends from or the proceeds from the sale of the
securities beneficially owned by Mr. Logan.
(e) Not applicable.
ITEM 6. Contracts, Arrangements, Understanding or Relationships with Respect to
Securities of the Issuer
None
ITEM 7. Material to be Filed as Exhibits
Exhibit 1(1) Exchange Agreement dated December 4, 2003, between American
Eagle Manufacturing Co. and American Eagle Corp.
(1) Filed as an exhibit to the Form 8-K filed by American Eagle Manufacturing
Co. on December 18, 2003.
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.
Dated: December 18, 2003 By:/s/ Don Logan
---------------
Don Logan