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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
AXSYS TECHNOLOGIES, INC.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
054615109
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(CUSIP Number)
December 31, 1999
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
/X/ Rule 13d-1(b)
/ / Rule 13d-1(c)
/ / Rule 13d-1(d)
*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).
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This Amendment Number 6 is being filed to report that the reporting
person has ceased to be the beneficial owner of more than 5% of the Common Stock
of Axsys Technologies, Inc.
ITEM 1(a) Name of Issuer:
Axsys Technologies, Inc.
ITEM 1(b) Address of Issuer's Principal Office:
910 Sylvan Avenue, Suite 180
Englewood Cliffs, NJ 07632
ITEM 2(a) Name of Persons Filing:
(i) Axsys Technologies, Inc. 401(k) Retirement Plan (the "Plan")
(ii) Stephen W. Bershad, as Co-Trustee under Axsys Technologies, Inc.
401(k) Retirement Plan
(iii) Mark J. Bonney, as Co-Trustee under Axsys Technologies, Inc.
401(k) Retirement Plan
ITEM 2(b) Address of Principal Business Office, or, if none, Residence:
910 Sylvan Avenue, Suite 180
Englewood Cliffs, NJ 07632
ITEM 2(c) Citizenship:
(i) Delaware
(ii) United States
(iii) United States
ITEM 2(d) Title of Class of Securities:
Common Stock, par value $.01 per share
ITEM 2(e) CUSIP Number:
054615109
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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;
(e) / / An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
(f) /X/ An employee benefit plan or endowment fund in accordance with Rule
13d-1(b)(1)(ii)(F);
(g) / / A parent holding company or a control person in accordance with
Rule 13d-1(b)(1)(ii)(G);
(h) / / A savings association as defined in Section 3(b) of the Federal
Deposit 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) / / Group, in accordance with Section 13d-1(b)1(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c), check
this box. / /
ITEM 4 Ownership:
Not Applicable
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:
/X/
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
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ITEM 8 Identification and Classification of Members of the Group.
Not Applicable
ITEM 9 Notice of Dissolution of Group.
Not Applicable
ITEM 10 Certification
Not Applicable
SIGNATURES
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.
Date: February 11, 2000 AXSYS TECHNOLOGIES, INC. 401(k) RETIREMENT PLAN
by: /s/ Stephen W. Bershad
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Stephen W. Bershad, as Co-Trustee under
Axsys Technologies, Inc. 401(k) Retirement Plan
by: /s/ Mark J. Bonney
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Mark J. Bonney, as Co-Trustee under
Axsys Technologies, Inc. 401(k) Retirement Plan
/s/ Stephen W. Bershad
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Stephen W. Bershad, as Co-Trustee under
Axsys Technologies, Inc. 401(k) Retirement Plan
/s/ Mark J. Bonney
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Mark J. Bonney, as Co-Trustee under
Axsys Technologies, Inc. 401(k) Retirement Plan
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EXHIBIT INDEX
Exhibit No. Description
99.1 Joint Filing Agreement
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EXHIBIT 99.1
JOINT FILING AGREEMENT
The Axsys Technologies, Inc. 401(k) Retirement Plan(the "Plan"),
Stephen W. Bershad, as Co-Trustee under Axsys Technologies, Inc. 401(k)
Retirement Plan, and Mark J. Bonney, as Co-Trustee under Axsys Technologies,
Inc. 401(k) Retirement Plan (the "Filing Persons"), hereby agree to file jointly
a Schedule 13G and any amendments thereto relating to the aggregate ownership by
each of the Filing Persons of any voting equity security of a class which is
registered pursuant to Section 12 of the Securities Exchange Act of 1934, as
amended, as required by Rule 13d-1 and Rule 13d-2 promulgated under the
Securities Exchange Act of 1934. Each of the Filing Persons agrees that the
information set forth in such Schedule 13G and any amendments thereto with
respect to such Filing Person will be true, complete and correct as of the date
of such Schedule 13G or such amendment, to the best of such Filing Person's
knowledge and belief, after reasonable inquiry. Each of the Filing Persons makes
no representations as to the accuracy or adequacy of the information set forth
in the Schedule 13G or any amendments thereto with respect to any other Filing
Person. Each of the Filing Persons shall promptly notify the other Filing
Persons if any of the information set forth in the Schedule 13G or any
amendments thereto shall become inaccurate in any material respect or if said
person learns of information that would require an amendment to the Schedule
13G.
IN WITNESS WHEREOF, the undersigned have set their hands this 11th day of
February, 2000.
by: /s/ Stephen W. Bershad
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Stephen W. Bershad, as Co-Trustee under
Axsys Technologies, Inc. 401(k) Retirement Plan
by: /s/ Mark J. Bonney
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Mark J. Bonney, as Co-Trustee under
Axsys Technologies, Inc. 401(k) Retirement Plan
/s/ Stephen W. Bershad
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Stephen W. Bershad, as Co-Trustee under
Axsys Technologies, Inc. 401(k) Retirement Plan
/s/ Mark J. Bonney
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Mark J. Bonney, as Co-Trustee under
Axsys Technologies, Inc. 401(k) Retirement Plan
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