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UNITED STATES OMB APPROVAL
SECURITIES AND EXCHANGE COMMISSION OMB Number 3235-0145
Washington, D.C. 20549 Expires: December 31, 1997
Estimated average burden
hours per response....14.90
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SCHEDULE 13G
Under the Securities Exchange Act of 1934
Esprit Telecom Group plc.
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(Name of Issuer)
Ordinary Shares
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(Title of Class of Securities)
29665W104
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(CUSIP Number)
Check here if a fee is being paid with this statement: (A fee is not required
only if the filing person: (1) has a previous statement on file reporting
beneficial ownership of more than five percent of the class of securities
described in Item 1; and (2) has filed no amendment subsequent thereto reporting
beneficial ownership of five percent or less of such class.) (See Rule 13d-7).
*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 1 OF 5 PAGES
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CUSIP No. 29665W104 13G Page 2 of 8 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
HarbourVest Partners, LLC
I.R.S. No. 04-3335829
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |_|
(b) |_|
N/A
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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5 SOLE VOTING POWER
Number of
Shares -0-
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Beneficially 6 SHARED VOTING POWER
Owned by
Each -0-
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Reporting 7 SOLE DISPOSITIVE POWER
Person
With -0-
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8 SHARED DISPOSITIVE POWER
-0-
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
N/A
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0%
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12 TYPE OF REPORTING PERSON*
IA
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is signed
on behalf of a person by his authorized representative other than an executive
officer or general partner of the filing person, evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
Note: Six copies of this statement, including all exhibits, should be filed with
the Commission.
Attention: Intentional misstatements or omissions of fact constitute
Federal criminal violations (See 18 U.S.C. 1001)
On June 30, 1998 HarbourVest International Private Equity Partners II-Direct
Fund L.P. sold 10,131,400 Ordinary shares of the Issuer. As a result of this
sale, HarbourVest International Private Equity Partners II-Direct Fund L.P. no
longer owns more than 5% of the outstanding shares of the Issuer.
Item 1(a) Name of Issuer:
Esprit Telecom Group plc
Item 1(b) Address of Issuer's Principal Executive Offices:
Minerva House Valpy Street
Reading, United Kingdom
Item 2(a) Name of Person Filing:
This filing is made on behalf of HarbourVest Partners, LLC
(HarbourVest).
Item 2(b) Address of the Principal Offices:
The principal business office of HarbourVest is One
Financial Center, 44th floor Boston, Massachusetts 02111.
Item 2(c) Citizenship:
HarbourVest is organized and exists under the laws of the
State of Delaware.
Item 2(d) Title of Class of Securities:
Ordinary Shares
Item 2(e) CUSIP Number:
29665W104
Item 3 If the Statement is being filed pursuant to Rule 13d-1(b),
or 13d-2(b), check whether the person filing is a:
(e)(X) Investment Adviser registered under ss.203 of the
Investment Advisers Act of 1940.
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Item 4 Ownership:
(a) Amount Beneficially Owned: -0-
(b) Percent of Class: 0%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: -0-
(ii) shared power to vote or to direct
the vote: -0-
(iii) sole power to dispose or to direct
the disposition of: -0-
(iv) shared power to dispose or to direct
the disposition of: -0-
Item 5 Ownership of Five Percent or Less of a Class:
With this filing, the Reporting peron states that it owns
less than five percent of the Ordinary Shares.
Item 6 Ownership of More than Five Percent on Behalf of Another
Person:
See Item 4 above.
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 a 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 purpose or effect.
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SIGNATURE
After reasonable inquiry and to the best of its knowledge and belief, each
of the undersigned certifies that the information set forth in this statement is
true, complete and correct.
HarbourVest Partners, LLC
By: ___________________________________
Name: Martha D. Vorlicek
Dated: July 7, 1998 Title: Managing Director
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