UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
TELLURIAN, INC.
(Name of Issuer)
Common Stock, Par Value $.01 Per Share
Title of Class of Securities)
879674109
(CUSIP Number)
Dr. Ronald Swallow, 300K Route 17 South, Mahwah, NJ 07430
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
January 7, 1998
(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 [ ]
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SCHEDULE 13D
NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Alpha International Corp.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(D) OR 2(E) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Anguilla, British West Indies
Number of Shares Owned By Each
7 SOLE VOTING POWER
2,200,000
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
2,200,000
10 SHARED DISPOSITIVE POWER
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,200,000
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
35.79%
14 TYPE OF REPORTING PERSON
CO
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Item 1. Security and Issuer.
This statement on Schedule 13D (the "Statement") relates to
the common stock, par value $0.01 per share (the "Common Stock"), of Tellurian,
Inc., a Delaware corporation (the "Company"), with its principal executive
offices at 300K Route 17 South, Mahwah, New Jersey 07430.
Item 2. Identity and Background.
(a) - (f). This Statement is being filed by Alpha International Corp.
(AAlpha@), whose principal business address is P.O. Box 671, The Valley,
Anguilla, British West Indies. Alpha is incorporated in the British West Indies
and its principal business is investing in public and private securities.
During the last five years Alpha has not (i) been convicted in a criminal
proceeding or (ii) 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.
Item 3. Source and Amount of Funds or Other Consideration.
The aggregate purchase price of $2,200,000 came from Alpha=s working
capital.
Item 4. Purpose of Transaction.
Warrants to acquire 2,200,000 shares were acquired in a private placement
for investment purposes.
Item 5. Interest in Securities of the Issuer.
(a) Alpha beneficially owns, in the aggregate, 2,200,000 shares of Common
Stock or 35.79% of the outstanding shares of Common Stock as of the May 20,
1998.
(b) Upon exercise of the Warrants, Alpha possess the sole power to dispose
of, direct the disposition of and vote all 2,200,00 shares. Alpha has the right
to exercise the warrants at any time until November 5, 2001.
(c) Within the past 60 days from the date hereof, Alpha acquired 2,200,000
shares in a private transaction at a purchase price of $1.00 per share for an
aggregate purchase price of $2,200,000.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer.
There are no contracts, arrangements, understandings or relationships
(legal or otherwise) between Alpha and any other person with respect to any
securities of the Company.
Item 7. Material to be Filed as Exhibits.
There are no exhibits required to be filed.
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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.
Date: May 14, 1998
ALPHA INTERNATIONAL CORP.
By: /s/ Jane Borgognon
Title: Authorized Representative