SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
ELECTROSTAR, INC.
(Name of Issuer)
Common Stock, $.01 par value
(Title of Class of Securities)
286164108
(CUSIP Number)
Mark H. Swartz
Vice President--Chief Financial Officer
Tyco International Ltd.
One Tyco Park
Exeter, NH 03833
(603) 778-9700
(Name, Address and Telephone Number of
Person Authorized to Receive Notices
and Communications)
November 27, 1996
(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: [ ]
Page 1 of 5 pages
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SCHEDULE 13D
CUSIP No. 286164108 Page 2 of 5 Pages
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Tyco International Ltd.
2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b)
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 Massachusetts
7) SOLE VOTING POWER
(See Item 5)
NUMBER
OF 8) SHARED VOTING POWER
SHARES (See Item 5)
BENEFICIALLY
OWNED BY 9) SOLE DISPOSITIVE POWER
EACH (See Item 5)
REPORTING
PERSON 10) SHARED DISPOSITIVE POWER
WITH (See Item 5)
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
(See Item 5)
12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
(See Item 5) [x]
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
(See Item 5)
14) TYPE OF REPORTING PERSON
CO
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Schedule 13D
Item 1. Security and Issuer.
This Statement on Schedule 13D (the "Statement") relates to the Common
Stock, $.01 par value (the "Common Stock"), of ElectroStar, Inc., a Florida
corporation (the "Company"). The principal executive offices of the Company are
located at 710 North 600 West, Logan, Utah 84321.
Item 2. Identity and Background.
This Statement is being filed by Tyco International Ltd. (the
"Reporting Persons"). The information set forth in Item 2, "Identity and
Background," of the Reporting Person's Tender Offer Statement on Schedule 14D-1,
dated December 5, 1996, filed with respect to the Common Stock (the "Schedule
14D-1") is incorporated herein by reference. By filing this Statement, the
Reporting Person does not concede that it is a beneficial owner of more than 5%
of the outstanding Common Stock. See Item 5.
Item 3. Source and Amount of Funds or Other Consideration.
The information set forth in Item 4, "Source and Amount of Funds or
Other Consideration," of the Schedule 14D-1 is incorporated herein by reference.
Item 4. Purpose of Transaction.
The information set forth in Item 5, "Purpose of the Tender Offer and
Plans or Proposals of the Issuer," of the Schedule 14D-1 is incorporated herein
by reference.
Item 5. Interest in Securities of the Issuer.
The information set forth in Item 6, "Interest in Securities of the
Subject Company," of the Schedule 14D-1 is incorporated herein by reference.
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Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer.
The information set forth in Item 7, "Contracts, Arrangements,
Understandings or Relationships with respect to the Subject Company's
Securities," of the Schedule 14D-1 is incorporated herein by reference.
Item 7. Material to be Filed as Exhibits.
The Exhibits filed pursuant to Item 11, "Material to be Filed as
Exhibits" of the Schedule 14D-1 are incorporated herein by reference.
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SIGNATURE
After reasonable inquiry and to the best knowledge and belief of the
undersigned, the undersigned certifies that the information set forth in this
Statement is true, complete and correct.
Dated: December 9, 1996
TYCO INTERNATIONAL LTD.
/s/ Mark H. Swartz
------------------
By: Mark H. Swartz
Vice President -- Chief Financial Officer
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