FRISBY TECHNOLOGIES INC
SC 13G/A, 2000-03-15
PLASTICS FOAM PRODUCTS
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<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)(1)

                            FRISBY TECHNOLOGIES, INC.
                                (Name of Issuer)

                         COMMON STOCK, $ .001 PAR VALUE
                         (Title of Class of Securities)

                                    358743102
                                 (CUSIP Number)

CHECK THE APPROPRIATE BOX TO DESIGNATE THE RULE PURSUANT TO WHICH THIS SCHEDULE
IS FILED:

         / /  RULE 13d-1(b)
         / /  RULE 13d-1(c)
         /x/  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 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 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. 358743102                    13G                 PAGE  2  OF  2  PAGES


1          NAME OF REPORTING PERSONS
           I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

           Dott. Luca Bassani Antivari
- --------------------------------------------------------------------------------
2          CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
           (a)  / /
           (b)  / /
- --------------------------------------------------------------------------------
3          SEC USE ONLY

- --------------------------------------------------------------------------------
4          CITIZENSHIP OR PLACE OF ORGANIZATION

           Italy
- --------------------------------------------------------------------------------
                                        5         SOLE VOTING POWER

                NUMBER                            1,039,827 (1,012,827 shares
                                                  owned by MUSI Investments,
               OF SHARES                          S.A.; 27,000 shares owned by
                                                  Wellinvest-Dutch Antilles)
             BENEFICIALLY               ----------------------------------------
                                        6         SHARED VOTING POWER
               OWNED BY
                                                  None
                 EACH                   ----------------------------------------
                                        7         SOLE DISPOSITIVE POWER
               REPORTING
                                                  1,039,827 (1,012,827 shares
              PERSON WITH                         owned by MUSI Investments,
                                                  S.A.; 27,000 shares owned by
                                                  Wellinvest-Dutch Antilles)
                                        ----------------------------------------
                                        8         SHARED DISPOSITIVE POWER

                                                  None
- --------------------------------------------------------------------------------
9          AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

           1,039,827 (1,012,827 shares owned by MUSI Investments, S.A.; 27,000
           shares owned by Wellinvest-Dutch Antilles)
- --------------------------------------------------------------------------------
10         CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
           SHARES*

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

           18.09%
- --------------------------------------------------------------------------------
12         TYPE OF REPORTING PERSON*

           IN
- --------------------------------------------------------------------------------
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>   3
ITEM 1(a).        NAME OF ISSUER:

                  Frisby Technologies, Inc.

ITEM 1(b)         ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:

                  3380 Old Lexington Road
                  Winston-Salem, NC 27107

ITEM 2(a)         NAME OF PERSON FILING:

                  Dott. Luca Bassani Antivari

ITEM 2(b)         ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:

                  c/o CMB Compagnie Monegasque de Banque
                  23 Avenue de la Costa, BP#167
                  Monaco, Monte Carlo 98000

ITEM 2(c)         CITIZENSHIP:

                  Italy

ITEM 2(d)         TITLE OF CLASS OF SECURITIES:

                  Common Stock, $ .001 par value

ITEM 2(e)         CUSIP NUMBER:

                  358743102

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:

                  Not applicable

ITEM 4.           OWNERSHIP.

                  Provide the following information regarding the aggregate
                  number and percentage of the class of securities of the issuer
                  identified in Item 1.

                  (a) AMOUNT BENEFICIALLY OWNED:

                  1,039,827 (1,012,827 shares owned by MUSI Investments, S.A.;
                  27,000 shares owned by Wellinvest-Dutch Antilles)
<PAGE>   4
                  (b) PERCENT OF CLASS:

                  18.09%

                  (c) NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS:

                  (i) SOLE POWER TO VOTE OR TO DIRECT THE VOTE

                  1,039,827 (1,012,827 shares owned by MUSI Investments, S.A.;
                  27,000 shares owned by Wellinvest-Dutch Antilles)

                  (ii) SHARED POWER TO VOTE OR TO DIRECT THE VOTE

                  None

                  (iii) SOLE POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF

                  1,039,827 (1,012,827 shares owned by MUSI Investments, S.A.;
                  27,000 shares owned by Wellinvest-Dutch Antilles)

                  (iv) SHARED POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF

                  None

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>   5
ITEM 10.          CERTIFICATIONS.

                  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 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 purposes or effect.


                                    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.

                                                      March 15, 2000
                                            ------------------------------------
                                                          (Date)

                                             /s/ Dott. Luca Bassani Antivari
                                            ------------------------------------
                                                 Dott. Luca Bassani Antivari
                                                        (Signature)






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