RENAISSANCE WORLDWIDE INC
SC 13G/A, 1998-02-17
COMPUTER PROGRAMMING, DATA PROCESSING, ETC.
Previous: SUSA PARTNERSHIP LP, 8-K/A, 1998-02-17
Next: COLLAGENEX PHARMACEUTICALS INC, SC 13G/A, 1998-02-17



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


                                 SCHEDULE 13G-A

            INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
                   UNDER THE SECURITIES EXCHANGE ACT OF 1934
                               (Amendment No. 2)*


           Renaissance Worldwide, Inc. (formerly The Registry, Inc.)
        ---------------------------------------------------------------
                                (Name of Issuer)


                      Common Stock, no par value per Share
        ----------------------------------------------------------------
                         (Title of Class of Securities)


                                   75968A109
                         -----------------------------
                                 (CUSIP Number)


*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
disclosures provided in a prior cover page.

The information required on 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. 75968A109                   13G                PAGE 2 OF 5 PAGES
- -----------------------                                  ---------------------
 
- ------------------------------------------------------------------------------
      NAME OF REPORTING PERSON
 1    I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
                 
      G. Drew Conway

- ------------------------------------------------------------------------------
      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
 2                                                              (a) [_]
                                                                (b) [_]
                                                 
- ------------------------------------------------------------------------------
      SEC USE ONLY
 3
 

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

- ------------------------------------------------------------------------------
                          SOLE VOTING POWER
                     5   
     NUMBER OF            6,992,880 shares**
 
      SHARES       -----------------------------------------------------------
                          SHARED VOTING POWER
   BENEFICIALLY      6
                          ----
     OWNED BY
                   -----------------------------------------------------------
       EACH               SOLE DISPOSITIVE POWER
                     7    
    REPORTING             6,992,880 shares**
 
      PERSON       -----------------------------------------------------------
                          SHARED DISPOSITIVE POWER
       WITH          8
                          ----
- ------------------------------------------------------------------------------
      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 9  
      6,992,880 shares**  

- ------------------------------------------------------------------------------
      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
10                  
                                                                    [_]
 
- ------------------------------------------------------------------------------
      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11    
      27.9%    

- ------------------------------------------------------------------------------
      TYPE OF REPORTING PERSON*
12
      IN     

- ------------------------------------------------------------------------------

** Mr. Conway  is the direct owner of 6,990,210 shares of Renaissance Worldwide,
Inc. (the "Company") common stock, no par value per share (the "Common Stock")
and the indirect owner of 2,670 shares of the Company's Common Stock.  The
Shares indirectly held by Mr. Conway are owned in various trusts by his minor
children.   Mr. Conway disclaims beneficial ownership of 2,670 shares held by
his children, and this report shall not be deemed an admission that Mr. Conway
is the beneficial owner of such securities for purpose of Section 16 under the
Securities Exchange Act of 1934, as amended.
<PAGE>
 
SCHEDULE 13G
- ------------


Item 1(a)  Name of Issuer:
             Renaissance Worldwide, Inc. (formerly The Registry, Inc.)

     1(b)  Address of Issuer's Principal Executive Offices:
             189 Wells Ave.
             Newton, MA  02159

Item 2(a)  Name of Person Filing:
             G. Drew Conway

     2(b)  Address of Principal Business Office or, if none,
             Residence:
             c/o Renaissance Worldwide, Inc.
             189 Wells Ave.
             Newton, MA  02159

     2(c)  Citizenship:
             Massachusetts

     2(d)  Title of Class of Securities:
             common stock, no par value per share

     2(e)  CUSIP Number:
             75968A109

Item 3  If this statement is filed pursuant to Rules 13d-1(b), or
        13d-2(b):
                Not Applicable

Item 4(a)  Amount beneficially owned:
             6,992,880 shares**

     4(b)  Percent of Class:
             27.9%

     4(c)  Number of shares as to which such person has:

           (i)   sole power to vote or to direct the vote:
                          6,992,880 shares**

           (ii)  shared power to vote or to direct the vote:
                         ---------


                               Page 3 of 5 Pages
<PAGE>
 
        (iii) sole power to dispose or to direct the disposition of:
                          6,992,880 shares**

        (iv)  shared power to dispose or to direct the disposition of:
                          ---------

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:
             Not Applicable.

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:

        By signing below the undersigned certifies that, to the best of its
        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.

** Mr. Conway  is the direct owner of  6,990,210 shares of Renaissance
Worldwide, Inc. (the "Company") common stock, no par value per share (the
"Common Stock") and the indirect owner of 2,670 shares of the Company's Common
Stock.  The Shares indirectly held by Mr. Conway are owned in various trusts by
his minor children.   Mr. Conway disclaims beneficial ownership of 2,670 shares
held by his children, and this report shall not be deemed an admission that Mr.
Conway is the beneficial owner of such securities for purpose of Section 16
under the Securities Exchange Act of 1934, as amended.


                               Page 4 of 5 Pages
<PAGE>
 
   After reasonable inquiry and to the best of its knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.


 

                                 By:/s/ G. Drew Conway
                                    ---------------------------------    
                                     Name: G. Drew Conway
 


February 17, 1998




                               Page 5 of 5 Pages


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission