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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1 )*
Altair International Inc.
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(Name of Issuer)
Common Stock, No Par Value
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(Title of Class of Securities)
02136W 10 2
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(CUSIP Number)
Brian G. Lloyd
PARR, WADDOUPS, BROWN, GEE & LOVELESS
185 South State Street, Suite 1300
Salt Lake City, Utah 84111
(801) 532-7840
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
December 1, 1997
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(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. |_|.
Note: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) for other parties to whom copies are to be
sent.
*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 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).
Potential persons who are to respond to the collection of information contained
in this form are not required to respond unless the form displays a currently
valid OMB control number.
SEC 1746 (10-97) Page 1 of 6
<PAGE>
CUSIP No. 02136W 10 2 Page 2 of 6 Pages
SCHEDULE 13D
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1 Name of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only).
William P. Long
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2 Check the Appropriate Box if a Member of a Group (See Instructions)
(a) |_|
(b) |_|
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3 SEC USE ONLY
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4 Source of Funds (See Instructions)
N/A
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5 Check if Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e) |_|
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6 Citizenship or Place of Organization
United States
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7 Sole Voting Power
2,043,029 (includes options to purchase 350,000
shares of common stock)
Number of ---------------------------------------------------------------
Shares 8 Shared Voting Power
Beneficially
Owned by 113,500
Each ---------------------------------------------------------------
Reporting 9 Sole Dispositive Power
Person
With 2,043,029 (includes options to purchase 350,000
shares of common stock)
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10 Shared Dispositive Power
113,500
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11 Aggregate Amount Beneficially Owned by Each Reporting Person
2,156,529
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12 Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) |_|
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13 Percent of Class Represented by Amount in Row (11)
13.8%
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14 Type of Reporting Person (See Instructions)
IN
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<PAGE>
CUSIP No. 02136W 10 2 Page 3 of 6 Pages
SCHEDULE 13D
Item 1. Security and Issuer
(a) Title of Class of Equity Securities:
Common stock, no par value (the "Common Stock")
(b) Name of Issuer:
Altair International Inc. (the "Issuer")
(c) Address of Issuer's Principal Executive Offices:
1725 Sheridan Avenue, Suite 140, Cody, WY 82414
Item 2. Identity and Background
(a) Name:
William P. Long (the "Reporting Person")
(b) Residence address:
57 Sunset Rim, Cody, WY 82414
(c) Present principal occupation or employment and the name, principal
business and address of any corporation or other organization in
which such employment is conducted:
The Reporting Person is the President of the Issuer.
(d) Whether or not, during the last five years, such person has been
convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors) and, if so, give the dates, nature of
conviction, name and location of court, and penalty imposed, or
other disposition of the case:
None
(e) Whether or not, during the last five years, such person was 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; and, if so, identify and describe such
proceedings and summarize the terms of such judgment, decree or
final order:
None
(f) Citizenship:
United States
<PAGE>
CUSIP No. 02136W 10 2 Page 4 of 6 Pages
SCHEDULE 13D
Item 3. Source and Amount of Funds or Other Consideration
Not applicable as all transactions involved dispositions, and not
acquisitions, of shares of the Common Stock by the Reporting Person.
Item 4. Purpose of Transaction
Not applicable as all transactions involved dispositions, and not
acquisitions, of shares of the Common Stock by the Reporting Person.
The Reporting Person reserves the right to purchase additional
shares of the Common Stock or to dispose of shares of the Common Stock in
the open market, in privately negotiated transactions or in any other
lawful manner in the future. Except as described above, the Reporting
Person presently has no plans or proposals which relate to or would result
in any action enumerated in subparagraphs (a) through (j) of the
instructions for Item 4 of Schedule 13D.
Item 5. Interest in Securities of the Issuer
(a) The aggregate number of shares of the Common Stock beneficially
owned by the Reporting Person, as of December 1, 1997, was 2,156,529
shares, which represented 13.8% of the outstanding shares of the
Common Stock. Of such 2,156,529 shares, 350,000 were subject to
currently exercisable options. The Reporting Person disclaims any
beneficial interest in the shares of the Common Stock held by or for
the benefit of his children.
(b) As of December 1, 1997, the Reporting Person had the sole power to
vote or direct the vote or the sole power to dispose or to direct
the disposition of 2,043,029 shares of the Common Stock, which
included options then exercisable for the purchase of 350,000 shares
of the Common Stock. As of December 1, 1997, the Reporting Person
shared the power to vote, direct the vote, dispose and direct the
disposition of 113,500 shares of the Common Stock with his minor son
and minor daughter. The Reporting Person disclaims any beneficial
interest in the shares of the Common Stock held by or for the
benefit of his children.
(c) On December 1, 1997, the Reporting Person sold 5,000 shares of the
Common Stock on the open market at a price of $14.25/share. On
December 2, 1997, the Reporting Person sold a total of 35,000 shares
of the Common Stock on the open market. Of such shares, 5,000 were
sold for each of the following prices: $14.50, $14.75, $15.00,
$15.25, $15.50, $15.75 and $16.00. On December 3, 1997, the
Reporting Person sold 5,000 of the shares held in each of his
daughter's name and his son's name on the open market at a price of
$16.25/share and sold an additional 5,000 of the shares held in each
of his daughter's name and his son's name on the open market at a
price of $16.50/share.
(d) No other person has the right to receive or the power to direct the
receipt of dividends from, or the proceeds from the sale of the
securities discussed herein except those persons named herein.
(e) Not applicable.
<PAGE>
CUSIP No. 02136W 10 2 Page 5 of 6 Pages
SCHEDULE 13D
Item 6 Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer
None.
Item 7. Material to Be Filed as Exhibits
None.
<PAGE>
CUSIP No. 02136W 10 2 Page 6 of 6 Pages
SCHEDULE 13D
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.
January 21, 1998 /s/ WILLIAM P. LONG
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Date William P. Long
