UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549



                                  SCHEDULE 13G


                    UNDER THE SECURITIES EXCHANGE ACT OF 1934

                            (AMENDMENT NO.         )*
                                          ---------

                            Minnesota Brewing Company
- --------------------------------------------------------------------------------
                                (Name of Issuer)

                                     Common
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)

                                   604005-10-8
                         ------------------------------
                                 (CUSIP Number)


Check the following box if a fee is being paid with this statement /X/. (A
fee is not required only if the filing person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent of
the class of securities described in Item 1; and (2) has filed no
amendment subsequent thereto reporting beneficial ownership of five percent or
less of such class.) (See Rule 13d-7).

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 ("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).

                                Page 1 of 6 pages




CUSIP No.    604005-10-8           13G                        Page 2 of 6 pages
- --------------------------------------------------------------------------------
 1   NAME OF REPORTING PERSON S.S. or I.R.S.
     IDENTIFICATION NO. OF ABOVE PERSON
     First Bank System Inc.
     601 2nd Ave. South
     Minneapolis, MN  55402-4302
     Tax I.D. No.:  41-0255900
- --------------------------------------------------------------------------------
 2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

                                                (a)  / /
                                                (b)  / /

- --------------------------------------------------------------------------------
 3   SEC USE ONLY


- --------------------------------------------------------------------------------
 4  CITIZENSHIP OR PLACE OF ORGANIZATION

     Delaware, U.S.A.

- --------------------------------------------------------------------------------
 NUMBER OF               5  SOLE VOTING POWER
  SHARES                                              175,000
BENEFICIALLY             ------------------------------------------------------
 OWNED BY                6  SHARED VOTING POWER
   EACH                                               0
 REPORTING               ------------------------------------------------------
  PERSON                 7  SOLE DISPOSITIVE POWER
   WITH                                               175,000
                         ------------------------------------------------------
                         8  SHARED DISPOSITIVE POWER
                                                       0
- -------------------------------------------------------------------------------
 9  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
                                                       175,000
- -------------------------------------------------------------------------------
10  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

- -------------------------------------------------------------------------------
11  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
                                                          5.63%
- -------------------------------------------------------------------------------
12  TYPE OF REPORTING PERSON*

    H.C.
- -------------------------------------------------------------------------------

                       SEE INSTRUCTION BEFORE FILLING OUT!


                                                               Page 3 of 6 pages

ITEM 1

    a.  NAME OF ISSUER:

        Minnesota Brewing Company

    b.  ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:

        Minnesota Brewing Company
        882 W 7th Street
        Saint Paul, Minnesota  55102

ITEM 2

    a.  NAME OF PERSON FILING:

        First Bank System, Inc.

    b.  ADDRESS OF PERSON'S FILING PRINCIPAL EXECUTIVE OFFICES:

        601 2nd Ave South
        Minneapolis, MN  55402-4302
        United States

    c.  TITLE OF CLASS OF SECURITIES:

        COMMON

    d.  CUSIP NUMBER:

        604005-10-8

ITEM 3

    The person filing this statement is a:
    (g) [x] Parent Holding Company

ITEM 4

    OWNERSHIP:

     a.  Amount beneficially owned:                                     175,000
     b.  Percentage of Class:                                             5.63%
     c.  Number of shares as to which such person has:

          1.  Sole power to vote or direct the vote                     175,000
          2.  Shared power to vote or direct vote:                            0
          3.  Sole power to dispose or direct the disposition           175,000
          4.  Shared power to dispose or direct the disposition               0

ITEM 5

     OWNERSHIP OF FIVE PERCENT OR LESS OF CLASS:  (     )


                                                                     Page 4 of 6

ITEM 6

    OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:

    Other persons have the right to receive or the power to direct the
    receipt of, dividend from, or the proceeds from the sale of, such
    securities.  To our knowledge no interest of any such person relates
    to more than 5% of the class.

ITEM 7

    IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE SUBSIDIARY WHICH
    ACQUIRED THE SECURITY BEING REPORTED ON BY PARENT HOLDING COMPANY

    See Exhibit A

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 acquired in the ordinary course of
business and were not acquired for the purpose of and do not have the effect of
changing or influencing the control of the issuer of such securities and were
not acquired in connection with or as a participant in any transaction having
such purposes 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.


Dated:  February 10, 1994


/s/ Bruce L. Wilson
- ---------------------------
Bruce L. Wilson
Vice President



                                                                     Page 5 of 6

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington D. C. 20549

                                  SCHEDULE 13G
                    Under the Securities Exchange Act of 1934

                                    EXHIBIT A

The Schedule to which this attachment is appended is filed on behalf of the
following subsidiary or subsidiaries listed below, which are classified as banks
for the purposes of 17 CFR 140.13d-1 (b) (ii) (B).


     First Trust National Association        First Bank National Association
     180 East Fifth Street, Suite 200        601 2nd Ave South
     St. Paul, Minnesota 55101               Minneapolis, Minnesota 55402-4302





                                                                     Page 6 of 6

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13G

                             EXHIBIT B - DISCLAIMER

Information on the attached Schedule 13G is provided solely for the purpose of
complying with Section 13(d) and 13(g) of the Securities Exchange Act of 1934
and Regulations promulgated under authority thereof and is not intended as an
admission that First Bank System, Inc. or any of its subsidiaries, is a
beneficial owner of the securities described herein for any other purpose
(including without limitation for purposes of the Minnesota Control Share
Acquisition Act).

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