SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
under the Securities Exchange Act of 1934
Alliance Atlantis Communications Corp.
--------------------------------------
(Name of Issuer)
Common Stock Class A Voting
------------------------------
(Title of Class of Securities)
01853E10J
-----------------
(CUSIP Number)
September 23, 1998
---------------------------------
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
|_| Rule 13d-1(b)
|X| Rule 13d-1(c)
|_| Rule 13d-1(d)
* 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>
- ---------------------------- -----------------------------
CUSIP No. 01853E10J 13G Page 2 of 6 Pages
- ---------------------------- -----------------------------
- --------------------------------------------------------------------------------
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
RT Cap Small Cap Pooled Fund
- --------------------------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)|_|
(b)|_|
- --------------------------------------------------------------------------------
3. SEC USE ONLY
- --------------------------------------------------------------------------------
4. CITIZENSHIP OR PLACE OF ORGANIZATION
The jurisdiction of organization is Canada
- --------------------------------------------------------------------------------
5. SOLE VOTING POWER
---------------------------------------------------------------
NUMBER OF 6. SHARED VOTING POWER
SHARES 420,900
BENEFICIALLY ---------------------------------------------------------------
OWNED BY 7. SOLE DISPOSITIVE POWER
EACH
REPORTING ---------------------------------------------------------------
PERSON WITH 8. SHARED DISPOSITIVE POWER
420,900
- --------------------------------------------------------------------------------
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
420,900
- --------------------------------------------------------------------------------
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* |_|
- --------------------------------------------------------------------------------
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.3%
- --------------------------------------------------------------------------------
12. TYPE OF REPORTING PERSON*
00
- --------------------------------------------------------------------------------
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Item 1(a) Name of Issuer:
Alliance Atlantis Communications Corp.
Item 1(b) Address of Issuer's Principal Executive Offices:
1500, 121 Bloor Street East
Toronto, Ontario, Canada M4W 3M5
Item 2(a) Name of Person Filing:
RT Cap Small Cap Pooled Fund
Item 2(b) Address of Principal Business Office or, if None, Residence:
RT Cap Small Cap Pooled Fund
c/o The Royal Trust Company
Royal Trust Tower, P.O. Box 7500, Station A
77 King Street West, 6th Floor
Toronto, Ontario M5W 1P9
Item 2(c) Citizenship:
Canada
Item 2(d) Title of Class of Securities:
Common Stock Class A Voting
Item 2(e) CUSIP Number:
01853E10J
<PAGE>
Item 3. If this statement is filed pursuant to Sections
240.13d-1(b) or 240.13d-2(b) or (c), check whether the
person filing is a:
(a) |_| Broker or dealer registered under Section 15 of the
Act (15 U.S.C. 78o).
(b) |_| Bank as defined in Section 3(a)(6) of the Act
(15 U.S.C. 78c).
(c) |_| Insurance Company as defined in Section 3(a)(19)
of the Act (15 U.S.C.78c).
(d) |_| Investment Company registered under Section 8 of the
Investment Company Act of 1940 (15 U.S.C.8a-8).
(e) |_| An Investment Adviser in accordance with
Section 240.13d-1(b)(1)(ii)(E);
(f) |_| An employee benefit plan or endowment fund in
accordance with Section 240.13d-1(b)(1)(ii)(F);
(g) |_| A parent holding company or control person in
accordance with Section 240.13d-1(b)(1)(ii)(G);
(h) |_| A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) |_| A church plan that is excluded from the definition of
an investment company under section 3(c)(14) of the
Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) |_| Group, in accordance with Section 240.13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Section 240.13d-1(c),
Check this box |X|;
Item 4. Ownership.
(a) Amount beneficially owned:
420,900
(b) Percent of class:
6.3%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote
(ii) Shared power to vote or to direct the vote
420,900
(iii) Sole power to dispose or to direct the
disposition of
(iv) Shared power to dispose or to direct the
disposition of
420,900
<PAGE>
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following [ ].
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
The Royal Trust Company, as trustee, has appointed RT Capital Management
Inc. as manager of the RT Cap Small Cap Pooled Fund.
Accounts with respect to the Fund managed on a discretionary basis are
known to have the right to receive or the power to direct the receipt of
dividends from, or the proceeds from, the sale of such securities. No such
account holds more than 5 percent of the class.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent
Holding Company.
N/A
Item 8. Identification and Classification of Members of the Group.
N/A
Item 9. Notice of Dissolution of Group.
N/A
Item 10. Certification.
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were not acquired and are not held for the
purpose of or with the effect of changing or influencing the control of the
issuer of such securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or effect.
<PAGE>
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.
Monday, April 12, 1999
-----------------------------
(Date)
/s/ Jennifer Lederman
-----------------------------
(Signature)
Jennifer Lederman, Authorized
Signing Officer, The Royal
Trust Company, as trustee
-----------------------------
(Name/Title)
