UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 5)
RTIN HOLDINGS, INC.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
74973T104
(CUSIP Number)
Olga Filippova
Barron Partners LP
730 Fifth Avenue
New York, NY 10019
212-659-7790
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
July 23, 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 that is the subject of this
Schedule 13D, and is filing this schedule because of 240.13d-
1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. [ ]
Note: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits.
See 240.13d-7 for other parties to whom copies are to be sent.
* 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 disclosures provided in
a prior cover page.
The information required on 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 74973T104 13D
1 Name of Reporting Person
Barron Partners LP
I.R.S. Identification No. of Above Person
431981699
2 Check the Appropriate Box if a Member of a Group (a) [ ]
(b) [ x ]
3 SEC Use Only
4 Source of Funds
WC
5 Check Box if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e)
[ ]
6 Citizenship or Place of Organization
Delaware
Number of 7 Sole Voting Power
Shares
Owned less than 5%
By Each
Reporting
Person With
8 Shared Voting Power
0
9 Sole Dispositive Power
less than 5%
10 Shared Dispositive Power
0
11 Aggregate Amount Beneficially Owned by Each Reporting
Person
Less than 5%
12 Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares
[ ]
13 Percent of Class Represented by Amount in Row (11)
less than 5%
14 Type of Reporting Person
PN
Item 1. Security and Issuer.
This Amendment No.5 to Schedule 13D (the "Statement") amends
the Amendment No.2 to the Schedule 13D filed on July 31, 2003
("Amendment No. 2") with respect to the common stock, par value
$.01 per share (the "Common Stock"), of RTIN Holdings, Inc., a
Texas corporation (the "Company"). The address of the principal
executive office of the Company is 3218 Page Road, LongView, TX
75605.
Item 2. Identity and Background.
This Statement is filed by Barron Partners LP, a Delaware
Limited Partnership (the "Reporting Person"), whose business
address is 730 Fifth Avenue, 9th Floor, New York, NY 10019. The
Reporting Person is principally engaged in making investments.
The General Partner of the Reporting Person is Barron
Capital Advisors LLC, a Delaware Limited Liability Company, (the
"General Partner"). Andrew B. Worden is the managing member of
the General Partner.
During the last five years, to the best knowledge of the
Reporting Person, neither the Reporting Person nor any
controlling person of the Reporting Person has (i) been convicted
in a criminal proceeding, or (ii) been 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.
Item 3. Source and Amount of Funds or Other Consideration.
Not Applicable.
Item 4. Purpose of Transaction.
Not Applicable.
Item 5. Interest in Securities of the Issuer.
There is no change to report for Item 5 except for the
addition of the following:
(a) Amendment no 2 stated that the Reporting Person also owns
warrants to acquire up to 1,240,707 additional shares of Common
Stock, and that such warrants may not be exercised until the date
on which RTIN Holdings, Inc. files its annual report on Form 10-KSB
for the fiscal year ending December 31, 2003. The correct number
of shares purchasable upon exercise of the warrant is up to 1,383,333.
(e) As previously reported on Amendment no 4 filed on August 27,
2003 the Reporting Person ceased to be the beneficial owner of more
than five percent of the class of securities.
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer.
Not applicable.
Item 7. Material to be Filed as Exhibits.
Not applicable.
SIGNATURE1
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: December 4, 2003
/s/ Andrew B. Worden
Signature
Managing Director, General Partner Entity
Name/Title