MELITA INTERNATIONAL CORP
SC 13G, 1998-02-17
TELEPHONE & TELEGRAPH APPARATUS
Previous: MELITA INTERNATIONAL CORP, SC 13G, 1998-02-17
Next: ORGANIC FOOD PRODUCTS INC, NT 10-Q, 1998-02-17



<PAGE>   1





                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549
                                       

                                 SCHEDULE 13G
                                                                       
                                       
            INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
                 UNDER THE SECURITIES EXCHANGE ACT OF 1934

                            
                
                                       
                                       
                        Melita International Corporation
                   -----------------------------------------
                               (Name of Issuer)
                                       
                                       

                                       
                                       
                      Common Stock, no par value per share
                   -----------------------------------------
                        (Title of Class of Securities)
                                       
                                       
                                       

                                       
                                  585493 10 9
                   -----------------------------------------
                                (CUSIP Number)
                                       



        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 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.    585493 10 9                13G            PAGE  2    OF  6    PAGES
         ---------------------                              -----    -----      

  (1)     NAMES OF REPORTING PERSONS                 
          S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS

               Szlam Partners, L.P.
               FEIN: 58-2295733
          ---------------------------------------------------------------------

  (2)     CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*         (A)   [   ]
                                                                    (B)   [   ]

          --------------------------------------------------------------------- 

  (3)     SEC USE ONLY

          ---------------------------------------------------------------------

  (4)     CITIZENSHIP OR PLACE OF ORGANIZATION                      

               Georgia
          ---------------------------------------------------------------------

  NUMBER OF            (5)     SOLE VOTING POWER                    
    SHARES
 BENEFICIALLY                   11,143,395
  OWNED BY             --------------------------------------------------------
    EACH               (6)     SHARED VOTING POWER                  
  REPORTING   
 PERSON WITH           --------------------------------------------------------
                       (7)     SOLE DISPOSITIVE POWER               
  
                                11,143,395
                       --------------------------------------------------------
                       (8)     SHARED DISPOSITIVE POWER             

                       --------------------------------------------------------

  (9)     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

               11,143,395               
          ---------------------------------------------------------------------

 (10)     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
          SHARES*                                                         [   ]

          ---------------------------------------------------------------------

 (11)     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9           

               73.5%
          ---------------------------------------------------------------------

 (12)     TYPE OF REPORTING PERSON*
               
               PN
          ---------------------------------------------------------------------
                    *SEE INSTRUCTIONS BEFORE FILLING OUT!



                  
                             
<PAGE>   3

                                                    PAGE  3    OF  6    PAGES
                                                         -----    -----
Item 1(a).     Name of Issuer:

               Melita International Corporation

Item 1(b).     Address of Issuer's Principal Executive Offices:

               5051 Peachtree Corners Circle
               Norcross, Georgia 30092-2500

Item 2(a).     Name of Person Filing:

               Szlam Partners, L.P.

Item 2(b).     Address of Principal Business Office or, if none, Residence:

               5051 Peachtree Corners Circle
               Norcross, Georgia 30092-2500

Item 2(c).     Citizenship:

               Georgia

Item 2(d).     Title of Class of Securities:

               Common Stock, no par value per share

Item 2(e).     CUSIP Number:

               585493 10 9

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,




<PAGE>   4
                                                     PAGE  4    OF  6    PAGES
                                                          -----    -----

               (e)  [ ]  Investment Adviser registered under Section 203 of
                         the Investment Advisers Act of 1940,

               (f)  [ ]  Employee Benefit Plan, Pension Fund which is subject
                         to the provisions of the Employee Retirement Income
                         Security Act of 1974 or Endowment Fund; see
                         13d-1(b)(1)(ii)(F),

               (g)  [ ]  Parent Holding Company, in accordance with Rule
                         13d-1(b)(ii)(G); see Item 7,

               (h)  [ ]  Group, in accordance with Rule 13d-1(b)(1)(ii)(H).

Item 4.        Ownership.

               (a)  Amount Beneficially Owned:  11,143,395

               (b)  Percent of Class:  73.5%

               (c)  Number of shares as to which such person has:

                    (i)       Sole power to vote or to direct the vote: 
                              11,143,395
                    (ii)      Shared power to vote or to direct the vote:
                    (iii)     Sole power to dispose or to direct the 
                              disposition of: 11,143,395
                    (iv)      Shared power to dispose or to direct the
                              disposition of:  

Item 5.        Ownership of Five Percent or Less of a Class.

               If this statement is being filed to report the fact that as of
               the date hereof the reporting person has ceased to be the
               beneficial owner of more than five percent of the class of
               securities, check the following [ ].

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.

                                    

<PAGE>   5
                                                     PAGE  5    OF  6    PAGES
                                                          -----    -----
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 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.

<PAGE>   6
                                                     PAGE  6    OF  6    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.



February 13, 1998                          SZLAM PARTNERS, L.P.


                                           By:  Szlam Management Company, LLC,
                                                  Its General Partner



                                           By: /s/ Aleksander Szlam       
                                               ---------------------------
                                               Aleksander Szlam,
                                               Managing Member







© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission