<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------------------------------
SCHEDULE 13G
(RULE 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(AMENDMENT NO. __________)(1)
LIONBRIDGE TECHNOLOGIES, INC.
--------------------------------------------------------------------------------
(Name of Issuer)
COMMON STOCK
--------------------------------------------------------------------------------
(Title of Class of Securities)
536252 10 9
--------------------------------------------------------------------------------
(CUSIP Number)
MAY 22, 2000
--------------------------------------------------------------------------------
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
/ / Rule 13d-1(b)
/X/ Rule 13d-1(c)
/ / Rule 13d-1(d)
--------
(1) 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> 2
CUSIP No. 536252 10 9 13G Page 2 of 8 Pages
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
CORNERSTONE EQUITY INVESTORS IV, L.P.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) /X/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
5 SOLE VOTING POWER
0
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 2,399,853
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON WITH
0
8 SHARED DISPOSITIVE POWER
2,399,853
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,399,853
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.5%
12 TYPE OF REPORTING PERSON*
PN
<PAGE> 3
CUSIP No. 536252 10 9 13G Page 3 of 8 Pages
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
CORNERSTONE IV, L.L.C.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) /X/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
5 SOLE VOTING POWER
0
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 2,399,853
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON WITH
0
8 SHARED DISPOSITIVE POWER
2,399,853
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,399,853
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.5%
12 TYPE OF REPORTING PERSON*
00
<PAGE> 4
CUSIP No. 536252 10 9 13G Page 4 of 8 Pages
Item 1(a). Name of Issuer.
Lionbridge Technologies, Inc. (the "Issuer")
Item 1(b). Address of Issuer's Principal Executive Offices.
950 Winter Street, Suite 2410
Waltham, MA 02451-1291
Item 2(a). Name of Person Filing.
This Statement is being filed by Cornerstone Equity Investors
IV, L.P. ("Cornerstone") and Cornerstone IV, L.L.C.
("Cornerstone LLC") (collectively, the "Reporting Entities").
Cornerstone is a Delaware limited partnership. The principal
business of Cornerstone is to make private equity investments.
Cornerstone LLC is a Delaware limited liability company. The
principal business of Cornerstone LLC is to be the general
partner of Cornerstone.
Item 2(b). Address of Principal Business Office or, if None, Residence.
717 Fifth Avenue, Suite 1100
New York, NY 10022
Item 2(c). Citizenship.
Each of the Reporting Entities is an entity organized under
the laws of the State of Delaware.
Item 2(d). Title of Class of Securities.
Common Stock, par value $.01 per share ("Common Stock")
Item 2(e). CUSIP Number.
536252 10 9
Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or
(c), Check Whether the Person Filing is a:
(a) / / Broker or dealer registered under Section 15 of the Exchange Act.
(b) / / Bank as defined in Section 3(a)(6) of the Exchange Act.
(c) / / Insurance company as defined in Section 3(a)(19) of the Exchange
Act.
(d) / / Investment company registered under Section 8 of the Investment
Company Act.
(e) / / An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E).
(f) / / An employee benefit plan or endowment fund in accordance with Rule
13d-1(b)(1)(ii)(F).
(g) / / A parent holding company or control person in accordance with Rule
13d-1(b)(1)(ii)(G).
<PAGE> 5
CUSIP No. 536252 10 9 13G Page 5 of 8 Pages
(h) / / A savings association as defined in Section 3(b) of the Federal
Deposit Insurance Act.
(i) / / A church plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the Investment
Company Act.
(j) /X/ Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c), check this box. /X/
Item 4. Ownership.
(a) - (c). Cornerstone beneficially owns 2,399,853 shares of Common Stock
of the Issuer.
Cornerstone LLC, as the sole General Partner of Cornerstone, may be
deemed to have the shared power to vote and dispose of all 2,399,853 shares
of Common Stock held by Cornerstone, which constitutes approximately 9.5%
of the outstanding Common Stock.
Pursuant to Rule 13d-5(b)(1) under the Exchange Act, the Reporting
Persons may be deemed as a group to have acquired beneficial ownership of
2,399,853 shares of Common Stock, the aggregate number of shares of Common
Stock held by the Reporting Persons, representing approximately 9.5% of the
outstanding Common Stock as of May 31, 2000. Except as otherwise
specifically noted, all of the percentages calculated in this Schedule SC
13 G are based upon an aggregate of 25,238,987 shares of Common Stock
outstanding as of May 31, 2000. Each Reporting Person expressly disclaims
beneficial ownership of any shares of Common Stock beneficially owned by
each other Reporting Person.
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.
<PAGE> 6
CUSIP No. 536252 10 9 13G Page 6 of 8 Pages
Item 10. Certifications.
By signing below I will certify that, to the best of our
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.
<PAGE> 7
CUSIP No. 536252 10 9 13G Page 7 of 8 Pages
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: May 31, 2000
CORNERSTONE EQUITY INVESTORS IV, L.P
By: CORNERSTONE IV, L.L.C.
Its: General Partner
By: /s/ Michael E. Najjar
---------------------------
Name: Michael E. Najjar
Title: Managing Director
CORNERSTONE IV, L.L.C.
By: /s/ Michael E. Najjar
---------------------------
Name: Michael E. Najjar
Title: Managing Director
<PAGE> 8
CUSIP No. 536252 10 9 13G Page 8 of 8 Pages
JOINT FILING AGREEMENT
This will confirm the agreement by and among all of the
undersigned that the Schedule 13G filed on or about this date with respect to
the beneficial ownership of the undersigned of Lionbridge Technologies, Inc. is
being, and any and all amendments to such Schedule may be, filed on behalf of
each of the undersigned. This Agreement may be executed in two or more
counterparts, each of which will be deemed an original, but all of which
together shall constitute one and the same instrument.
Dated: May 31, 2000
CORNERSTONE EQUITY INVESTORS IV, L.P
By: CORNERSTONE IV, L.L.C.
Its: General Partner
By: /s/ Michael E. Najjar
---------------------------
Name: Michael E. Najjar
Title: Managing Director
CORNERSTONE IV, L.L.C.
By: /s/ Michael E. Najjar
---------------------------
Name: Michael E. Najjar
Title: Managing Director
