SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.___________)*
Laminating Technologies, Inc.
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(Name of Issuer)
Common Stock, $.01 par value
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(Title of Class of Securities)
513525105
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(CUSIP Number)
December 31, 1998
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(Date of Event)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[XX] 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. 513525105 13G Page 2 of 4 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Esther Stahler
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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 States
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NUMBER OF 5 SOLE VOTING POWER
SHARES 209,440
BENEFICIALLY --------------------------------------------------------------
OWNED BY 6 SHARED VOTING POWER
EACH 68,000
REPORTING --------------------------------------------------------------
PERSON 7 SOLE DISPOSITIVE POWER
WITH 209,440
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8 SHARED DISPOSITIVE POWER
68,000
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
277,440
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8%
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12 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT
<PAGE>
Page 3 of 4 Pages
Item 1. (a) Name of Issuer:
Laminating Technologies, Inc.
(b) Address of Issuer's Principal Executive Offices:
7730 Roswell Road
Atlanta, GA 30350
Item 2. (a) Name of Person Filing:
Esther Stahler
(b) Address of Principal Business Office:
Esther Stahler's address is 10 Lakeside Drive,
Lawrence, NY 11559
(c) Citizenship:
United States.
(d) Title of Class of Securities:
Common Stock, $.01 par value ("shares")
(e) CUSIP Number:
513525105
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or
13d-2(b), check whether the person filing is a:
(a) [ ] Broker or Dealer registered under Section 15 of the
Act
(b) [ ] Bank as defined in section 3(a)(6) of the Act
(c) [ ] Insurance Company as defined in section 3(a)(19) of
the Act
(d) [ ] Investment Company registered under section 8 of the
Investment Company Act of 1940
(e) [ ] An investment adviser in accordance with 240.13d-1
(b)(1)(ii)(E)
(f) [ ] An employee benefit Plan or endowment fund in
accordance with 240.13d-1(b)(1)(ii)(F)
(g) [ ] A parent holding Company or control person in
accordance with 240.13d-1(b)(1)(ii)(G)
(h) [ ] A savings associations as defined in Section 3(b) of
the Federal Deposit Insurance Act
(i) [ ] A church plan that is excluded from definition of an
investment company under section 3(c)(14) of the
Investment Company Act of 1940.
<PAGE>
Page 4 of 4 Pages
Item 4. Ownership.
(a) (b) Mrs. Stahler may be deemed to beneficially own 277,440 shares or 8%
of the Issuer's shares as follows:(i) 209,440 shares underlying a Unit Purchase
Option ("UPO") to purchase 52,360 Units(1) consisting of 52,360 shares and
157,080 shares underlying 52,360 Class A Warrants and 104,720 Class B Warrants
owned directly by Mrs. Stahler and (ii) 68,000 shares underlying a UPO to
purchase 17,000 Units (1) owned by D.H. Blair & Co., Inc. ("Blair") (2) (3).
(c) Esther Stahler has sole voting and dispositive control of shares owned
by her. She shares voting and dispositive power over shares owned by Blair.
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 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 the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or effect.
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 10, 1999 /s/ Esther Stahler
New York, New York ______________________
Esther Stahler
______________________________________________________________________________
(1) Each Unit ("Unit") consists of one share and one Class A Common Stock
Purchase Warrant ("Class A Warrant") and one Class B Common Stock Purchase
Warrant ("Class B Warrant"). Each Class A Warrant entitles the holder to
purchase one share and one Class B Warrant at an exercise price of $6.50,
exercisable prior to October 9, 2001. Each Class B Warrant entitles the holder
to purchase one share at an exercise price of $8.75 prior to October 9, 2001.
(2) Mr. and Mrs. Stahler, collectively, are principal shareholders of Blair
(3) The filing of this statement shall not be deemed an admission by Mrs.
Stahler that she beneficially owns the securities attributed to her husband
for any purpose. Mrs. Stahler expressly disclaims beneficial ownership of all
securities beneficially owned by him.
