1、As filed with the Securities and Exchange Commission on August 1,2025.Registration No.333-UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON,D.C.20549_ FORM S-1 REGISTRATION STATEMENTUNDER THE SECURITIES ACT OF 1933_ MILL CITY VENTURES III,LTD.(Exact name of registrant as specified in its cha
2、rter)_ Minnesota 6153 90-0316651(State or other jurisdiction ofincorporation or organization)(Primary Standard IndustrialClassification Code Number)(I.R.S.EmployerIdentification Number)1907 Wayzata Boulevard,Suite 205Wayzata,MN 55391Telephone:(952)479-1923(Address,including zip code,and telephone nu
3、mber,including area code,of registrants principal executive offices)_ Douglas M.PolinskyChief Executive Officer1907 Wayzata Boulevard,Suite 205Wayzata,MN 55391Telephone:(952)479-1923(Name,address,including zip code,and telephone number,including area code,of agent for service)_ With Copies to:Mitche
4、ll S.NussbaumLoeb&Loeb LLP345 Park AvenueNew York,New York 10154Tel:(212)-407-4000_ Approximate date of commencement of proposed sale to the public:From time to time,after the effective date of thisregistration statement.If any of the securities being registered on this Form are to be offered on a d
5、elayed or continuous basis pursuant to Rule 415 underthe Securities Act of 1933 check the following box:If this Form is filed to register additional securities for an offering pursuant to Rule 462(b)under the Securities Act,please checkthe following box and list the Securities Act registration state
6、ment number of the earlier effective registration statement for thesame offering.If this Form is a post-effective amendment filed pursuant to Rule 462(c)under the Securities Act,check the following box and listthe Securities Act registration statement number of the earlier effective registration sta