SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-------------
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)
Travel Services International, Inc.
(Name of issuer)
Common Stock, par value $0.01 per share
(title of class of securities)
894169 10 1
(CUSIP number)
Greystones, Inc.
Jensen Baird Gardner & Henry
Ten Free Street, P.O. Box 4510
Portland, ME 04112-4510
Attention: Joseph H. Groff, III
with copy to
Keith C. Jones
Drummond Woodsum & MacMahon
245 Commercial Street, P.O. Box 9781
Portland, Maine 04104-5081
(207) 772-1941
(Name, address and telephone number of person
authorized to receive notices and communications)
July 22, 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 (3) or (4), check the following box [ ].
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 on 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).
(Continued on the following pages)
(Page 1 of 5 Pages)
<PAGE>
CUSIP No. 894169 10 1 13D Page 2 of 5 Pages
1. NAME OF REPORTING PERSONS
S.S. or I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Greystones, Inc.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS*
OO
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM
2 (d) or 2 (e)
[ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Maine
NUMBER 7. SOLE VOTING POWER
OF - 0 -
SHARES 8. SHARED VOTING POWER
BENEFICIALLY 379,270
OWNED BY 9. SOLE DISPOSITIVE POWER
EACH - 0 -
REPORTING 10. SHARED DISPOSITIVE POWER
PERSON WITH 379,270
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
379,270
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.6%
14. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT.
<PAGE>
CUSIP No. 894169 10 1 13D Page 3 of 5 Pages
1. NAME OF REPORTING PERSONS
S.S. or I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Alex T. Cecil
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS*
OO
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM
2 (d) or 2 (e)
[ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER 7. SOLE VOTING POWER
OF - 0 -
SHARES 8. SHARED VOTING POWER
BENEFICIALLY 379,270
OWNED BY 9. SOLE DISPOSITIVE POWER
EACH - 0 -
REPORTING 10. SHARED DISPOSITIVE POWER
PERSON WITH 379,270
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
379,270
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.6%
14. TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT.
<PAGE>
Page 4 of 5 Pages
This Amendment No. 2 is filed for the purpose of termiating the statement
on Schedule 13D (the "Schedule 13D") previously filed on behalf of Greystones,
Inc., a Maine corporation ("Greystones"), relating to the Common Stock, par
value $0.01 per share of Travel Services International, Inc. (the "Company").
Capitalized terms not otherwise defined herein shall have the meanings set
forth in the Schedule 13D.
On or about July 22, 1998, Greystones sold, pursuant to a registered
public offering by the Company, 704,064 shares of the Company's common stock.
As a result of this sale, Greystones continues to have an interest in less than
5% of the outstanding common stock of the Company.
<PAGE>
Page 5 of 5 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.
July 30, 1998
/s/ Alex T. Cecil
---------------------------
(Signature)
Alex T. Cecil
President
(Name/Title)
