SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
---------------------------
SCHEDULE 13D
---------------------------
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Trusted Information Systems, Inc.
(Name of Issuer)
Common Stock, $.01 par value
(Title of Class of Securities)
897908-10-9
(CUSIP number)
Stephen E. Smaha
10713 RR 620 North, Suite 512
Austin, Texas 78726
(512) 918-3555
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
October 16, 1997
(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: [ ]
1
<PAGE>
13D
CUSIP No. 897908-10-9
1 Name(s) of reporting person(s) Stephen E. Smaha
SS or IRS identification number(s) of person(s)
(Optional)
2 Check the appropriate box if a member of a group (a) [ ]
(see instructions) (b) [ ]
3 SEC USE ONLY
4 Source of funds (see instructions) SC
5 Check if disclosure of legal proceedings is [ ]
required pursuant to Item 2(d) or 2(e)
6 Citizenship or place of organization United States
Number of shares beneficially owned by each reporting person with:
7 Sole voting power 865,025
8 Shared voting power 11,816
9 Sole dispositive power 865,025
10 Shared dispositive power 11,816
11 Aggregate amount beneficially owned by each 876,841
reporting person
12 Check if the aggregate amount in row 11 excludes [ ]
certain shares (see instructions)
13 Percent of class represented by amount in row 11 6.4%
14 Type of reporting person IN
(see instructions)
2
<PAGE>
Item 1. Security and Issuer.
This statement relates to the Common Stock of Trusted Information
Systems, Inc., a Delaware corporation (the "Issuer"). The Issuer's
executive offices are located at 3060 Washington Road, Route 97,
Glenwood, Maryland 21738.
Item 2. Identity and Background.
(a) Stephen E. Smaha
(b) 10713 RR 620 North, Suite 512
Austin, Texas 78726
(c) Employer: Haystack Laboratories, Inc.
("Haystack"), subsidiary of
the Issuer
Title: Employee
Principal Business: Development of Internet Security
Software
Address: 10713 RR 620 North, Suite 512
Austin, Texas 78726
(d) During the last five years, Stephen E. Smaha has not been
convicted in a criminal proceeding (excluding traffic violations
or similar misdemeanors).
(e) During the last five years, Stephen E. Smaha has not been a
party to a civil proceeding of a judicial or administrative body
of competent jurisdiction and as a result of such proceeding was
or is subject to a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating activities
subject to, Federal or State securities laws or finding any
violation with respect to such laws.
(f) Stephen E. Smaha is a citizen of the United States of
America.
Item 3. Source and Amount of Funds or Other Consideration.
On October 16, 1997, Stephen E. Smaha received beneficial
ownership of 876,841 shares of Issuer Common Stock pursuant to an
Agreement and Plan of Merger dated October 3, 1997 (the "Merger
Agreement").
Item 4. Purpose of Transaction.
Stephen E. Smaha became beneficial owner of 876,841 shares of the
Issuer Common Stock pursuant to the Merger Agreement where Trusted
Acquisitions, Inc., a wholly-owned subsidiary of the Issuer was
merged with and into Haystack (the "Merger").
At the time of the Merger, Stephen E. Smaha beneficially owned
3,648,250 shares of Haystack Common Stock which were converted
into 862,190 shares of Issuer Common Stock.
At the time of the Merger, Stephen E. Smaha, as custodian for his
daughter Rebecca W. Smaha (UGMA), owned 12,000 shares of Haystack
Common Stock that were converted into 2,835 shares of Issuer
Common Stock.
3
<PAGE>
At the time of the Merger, Jessica Winslow, Stephen E. Smaha's
wife, owned 50,000 shares of Haystack Common Stock which were
converted into 11,816 shares of Issuer Common Stock.
Item 5. Interest in Securities of the Issuer.
(a) In the aggregate, Stephen E. Smaha beneficially owns
876,841 shares (6.4%) of Issuer Common Stock.
(b) The number of shares Stephen E. Smaha has are as follows:
(i) sole power to vote: 865,025 shares
(ii) shared power to vote or to direct
the vote: 11,816 shares
(iii) sole power to dispose of: 865,025 shares
(iv) shared power to dispose of: 11,816 shares
(c) On October 16, 1997, pursuant to the Merger Agreement, Stephen
E. Smaha received the beneficial ownership of 876,841 shares of
the Issuer Common Stock in exchange for the stock he owned in
Haystack, a non-public company;
(d) Jessica Winslow has the right to receive and the power to
direct the receipt of dividends from, or the proceeds from the
sale of 11,816 shares of Issuer Common Stock.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.
Not Applicable
Item 7. Material to be Filed as Exhibits.
A. Agreement and Plan of Merger, dated October 3, 1997.
[The remainder of the page intentionally left blank. Signature page follows.]
4
<PAGE>
Signatures
After reasonable inquiry and to the best knowledge and belief of the
undersigned, the undersigned hereby certifies that the information set forth in
this amendment is true, complete and correct.
Dated: October 24, 1997
By /s/ Stephen E. Smaha
Stephen E. Smaha
5
<PAGE>