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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b) AND (c) AND AMENDMENTS THERETO FILED
PURSUANT TO 13d-2(b)
(Amendment No. 2)(1)
SAPIENT CORPORATION
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(Name of Issuer)
COMMON STOCK, PAR VALUE $.01 PER SHARE
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(Title of Class of Securities)
803062 10 8
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(CUSIP Number)
(1) 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).
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SCHEDULE 13G
CUSIP NO. 803062 10 8 PAGE 2 OF 8 PAGES
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(1) NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
J. Stuart Moore
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
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(3) SEC USE ONLY
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(4) CITIZENSHIP OR PLACE OF ORGANIZATION
United State of America
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5. SOLE VOTING POWER
4,379,700 shares (Includes 1,867,745 shares held by the
J. Stuart Moore Eight Year Qualified Annuity Trust -
1996, of which Mr. Moore is the sole Trustee.)
NUMBER OF -------------------------------------------------------------
SHARES 6. SHARED VOTING POWER
BENEFICIALLY 0 shares. Mr. Moore's wife shares voting control over
OWNED BY 13,860 shares held by the J. Stuart Moore Irrevocable
EACH Trust of which she is a co-trustee.
REPORTING -------------------------------------------------------------
PERSON 7. SOLE DISPOSITIVE POWER
WITH 4,379,700 shares (Includes 1,867,745 shares held by the
J. Stuart Moore Eight Year Qualified Annuity Trust -
1996, of which Mr. Moore is the sole trustee.)
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8. SHARED DISPOSITIVE POWER
959,240 shares (Composed of 521,027 shares held by the
J. Stuart Moore Two Year Qualified Annuity Trust - 1998,
and 438,213 shares held by the J. Stuart Moore Remainder
Trust. Mr. Moore is a co-trustee of each of these trusts
and shares dispositive power over the shares held by the
trusts.) Mr. Moore's wife has shared dispositive control
over 13,860 shares held by the J. Stuart Moore
Irrevocable Trust, of which she is a co-trustee.
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(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Mr. Moore has or shares voting or investment control over 5,338,940
Shares (Includes 521,027 shares held by the J. Stuart Moore Two Year
Qualified Annuity Trust - 1998, 1,867,745 shares held by the J. Stuart
Moore Eight Year Qualified Annuity Trust- 1996 and 438,213 shares held
by the J. Stuart Moore Remainder Trust.) Mr. Moore's wife has or shares
voting or investment control with respect to 13,860 shares held by the
J. Stuart Moore Irrevocable Trust of which she is a co-trustee.
Mr. Moore disclaims beneficial ownership of the shares held by the trusts
except to the extent of his proportionate pecuniary interest therein.
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(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ]
Not Applicable
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(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
20.1%
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(12) TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTION BEFORE FILLING OUT!
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SCHEDULE 13G
CUSIP NO. 803062 10 8 PAGE 3 OF 8 PAGES
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(1) NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
J. Stuart Moore Eight Year Qualified Annuity Trust - 1996
- --------------------------------------------------------------------------------
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
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(3) SEC USE ONLY
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(4) CITIZENSHIP OR PLACE OF ORGANIZATION
Commonwealth of Massachusetts
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5. SOLE VOTING POWER
1,867,745 shares (voting control of these shares is held
by Mr. Moore, the sole trustee of the trust).
NUMBER OF -------------------------------------------------------------
SHARES 6. SHARED VOTING POWER
BENEFICIALLY
OWNED BY 0 Shares.
EACH -------------------------------------------------------------
REPORTING 7. SOLE DISPOSITIVE POWER
PERSON 1,867,745 Shares (dispositive control of these shares is
WITH held by Mr. Moore, the sole trustee of the trust).
-------------------------------------------------------------
8. SHARED DISPOSITIVE POWER
0 Shares.
- --------------------------------------------------------------------------------
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,867,745 shares are held by the J. Stuart Moore Eight Year Qualified
Annuity Trust - 1996.
- --------------------------------------------------------------------------------
(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
Not Applicable
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(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.0%
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(12) TYPE OF REPORTING PERSON*
OO
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*SEE INSTRUCTION BEFORE FILLING OUT!
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CUSIP NO. 803062 10 8
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ITEM 1(a) NAME OF ISSUER:
Sapient Corporation
ITEM 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICE:
One Memorial Drive
Cambridge, Massachusetts 02142
ITEM 2(a) NAME OF PERSON FILING:
J. Stuart Moore for himself and on behalf of
the J. Stuart Moore Eight Year Qualified Annuity Trust - 1996
ITEM 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
J. Stuart Moore
c/o Sapient Corporation
One Memorial Drive
Cambridge, MA 02142
The J. Stuart Moore Eight Year Qualified Annuity Trust - 1996
receives its mail c/o Mr. Moore.
ITEM 2(c) CITIZENSHIP:
Mr. Moore is a citizen of the United States of America.
The J. Stuart Moore Eight Year Qualified Annuity
Trust - 1996 is organized under the laws of the
Commonwealth of Massachusetts.
ITEM 2(d) TITLE OF CLASS OF SECURITIES:
Common Stock, $.01 par value per share.
ITEM 2(e) CUSIP NUMBER:
803062 10 8
Page 4 of 8
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CUSIP NO. 803062 10 8
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ITEM 3 DESCRIPTION OF PERSON FILING:
Not applicable.
ITEM 4 OWNERSHIP:
(a) AMOUNT BENEFICIALLY OWNED:
Mr. Moore has or shares voting or investment control
over 5,338,940 shares (Includes 521,027 shares held
by the J. Stuart Moore Two Year Qualified Annuity
Trust - 1998, 1,867,745 shares held by the J. Stuart
Moore Eight Year Qualified Annuity Trust - 1996 and
438,213 shares held by the J. Stuart Moore Remainder
Trust). Mr. Moore's wife has or shares voting or
investment control with respect to 13,860 shares held
by the J. Stuart Moore Irrevocable Trust, of which
she is a co-trustee. Mr. Moore disclaims beneficial
ownership of the shares held by the trusts except to
the extent of his proportionate pecuniary interest
therein.
The J. Stuart Moore Eight Year Qualified Annuity
Trust - 1996 holds 1,867,745 shares.
(b) PERCENT OF CLASS:
Mr. Moore has or shares voting or investment control
over shares representing 20.1% of the issuer's
outstanding stock.
The J. Stuart Moore Eight Year Qualified Annuity
Trust - 1996 holds shares representing 7.0% of the
issuer's outstanding stock.
(c) NUMBER OF SHARES AS TO WHICH PERSON HAS:
(i) sole power to vote or to direct the vote:
Mr. Moore has sole power to direct the vote
of 4,379,700 shares. (Includes 1,867,745
shares held by the J. Stuart Moore Eight
Year Qualified Annuity Trust - 1996, of
which Mr. Moore is the sole trustee.)
(ii) shared power to vote or to direct the vote:
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CUSIP NO. 803062 10 8
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Mr. Moore has shared power to direct the vote of 0
shares. Mr. Moore's wife has shared voting control
over 13,860 shares held by the J. Stuart Moore
Irrevocable Trust, of which she is a co-trustee.
(iii) sole power to dispose or to direct the disposition
of:
Mr. Moore has sole power to dispose of 4,379,700
shares. (Includes 1,867,745 shares held by the J.
Stuart Moore Eight Year Qualified Annuity Trust -
1996, of which Mr. Moore is the sole trustee.)
(iv) shared power to dispose or to direct the disposition
of:
Mr. Moore has shared dispositive power over 959,240
shares (Composed of 521,027 shares held by the J.
Stuart Moore Two Year Qualified Annuity Trust - 1998,
and 438,213 shares held by the J. Stuart Moore
Remainder Trust. Mr. Moore is a co-trustee of each of
these trusts and shares dispositive power over the
shares held by the trusts.) Mr. Moore's wife has
shared dispositive control over 13,860 shares held by
the J. Stuart Moore Irrevocable Trust, of which she
is a co-trustee.
ITEM 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
Not Applicable.
ITEM 6 OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
PERSON:
During the term of the J. Stuart Moore Eight Year Qualified
Annuity Trust - 1996 Mr. Moore is the only beneficiary of such
trust.
During the term of the J. Stuart Moore Two Year Qualified
Annuity Trust - 1998 Mr. Moore, Mr. Moore's wife and Mr.
Moore's children are the beneficiaries of such trust.
Mr. Moore's children are the beneficiaries of the J. Stuart
Moore Remainder Trust.
Page 6 of 8
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CUSIP NO. 803062 10 8
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Mr. Moore's wife and children are the beneficiaries of the J.
Stuart Moore Irrevocable Trust.
ITEM 7 IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY:
Not Applicable.
ITEM 8 IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:
Not Applicable.
ITEM 9 NOTICE OF DISSOLUTION OF GROUP:
Not Applicable.
ITEM 10 CERTIFICATION:
Not Applicable.
Page 7 of 8
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CUSIP NO. 803062 10 8
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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 12, 1999
/s/ J. Stuart Moore
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J. Stuart Moore, individually and as a
trustee of the J. Stuart Moore Two Year
Qualified Annuity Trust-1998, the J. Stuart
Moore Eight Year Qualified Annuity
Trust-1996 and the J. Stuart Moore Remainder
Trust
/s/ Paul E. George
---------------------------------------------
Paul E. George, Esq., individually and as
co-trustee of the J. Stuart Moore Gift Trust
of 1995, the J. Stuart Moore Two Year
Qualified Annuity Trust-1998, the J. Stuart
Moore Eight Year Qualified Annuity
Trust-1996, the J. Stuart Moore Remainder
Trust and the J. Stuart Moore Irrevocable
Trust
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