ACORN INVESTMENT TRUST
SC 13G/A, 1996-02-14
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                        
                                  SCHEDULE 13G
                                        
                    Under the Securities Exchange Act of 1934
                               (Amendment No. 2)*
                                        
                            C.I.S. Technologies, Inc.
                                (Name of Issuer)
                                        
                          Common Stock, $.01 par value
                         (Title of Class of Securities)
                                        
                                    12556D104
                                 (CUSIP Number)
                                        
Check the following box if a fee is being paid with this statement ( ).  (A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)

*  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 1 of 5 Pages
                                        

<PAGE>
SCHEDULE 13G
CUSIP NO. 12556D104
Page 2 of 5 Pages

1    NAME OF REPORTING PERSON:  Acorn Investment Trust, Series Designated
                                Acorn Fund
     S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON: 36-2962100
2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:  Not Applicable
          a ( )     b ( )
3    SEC USE ONLY
4    CITIZENSHIP OR PLACE OF ORGANIZATION:  Massachusetts
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING WITH:
5    SOLE VOTING POWER:  None
6    SHARED VOTING POWER:  None
7    SOLE DISPOSITIVE POWER:  None
8    SHARED DISPOSITIVE POWER:  None
9    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:  0
10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES: ( )
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9:  0%
12   TYPE OF REPORTING PERSON:  IV

<PAGE>
Page 3 of 5 Pages

This Amendment No. 2 is being filed electronically via the Securities and
Exchange Commission's EDGAR system.  Pursuant to the applicable EDGAR rules,
this Amendment restates the entire text of the original statement and Amendment
No 1.

Item 1(a)   Name of Issuer: C.I.S. Technologies, Inc.

Item 1(b)   Address of Issuer's Principal Executive Offices:
            6100 South Yale, Suite 1900
            One Warren Place
            Tulsa, OK 74136

Item 2(a)   Name of Person Filing:
              Acorn Investment Trust, Series Designated Acorn Fund

Item 2(b)   Address of Principal Business Office:
              227 West Monroe Street, Suite 3000
              Chicago, Illinois 60606

Item 2(c)   Citizenship:  The filing person is a Massachusetts business trust.

Item 2(d)   Title of Class of Securities: Common Stock, $.01 par value

Item 2(e)   CUSIP Number: 12556D104

Item 3      Type of Person:
            (d)  Investment company register under section 8 of the Investment
                 Company Act.

Item 4      Ownership (at December 31, 1995):
            (a)  Amount owned "beneficially" within the meaning of rule
                 13d-3: None
            (b)  Percent of class: 0%
            (c)  Number of shares as to which such person has:
                   (i)  sole power to vote or to direct the vote:  None
                  (ii)  shared power to vote or to direct the vote:  None
                 (iii)  sole power to dispose or to direct the disposition
                        of:  None
                  (iv)  shared power to dispose or to direct the disposition
                        of:  None

<PAGE>
Page 4 of 5 Pages

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

Item 8      Identification and Classification of Members of the Group:
            Not Applicable

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>
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.

Date: February 9, 1996

                                         ACORN INVESTMENT INVEST,
                                           SERIES DESIGNATED ACORN FUND


                                         By:  Bruce H. Lauer
                                            ---------------------------
                                              Vice President and Treasurer

*******************************************************************************
                              End Amendment No. 2
*******************************************************************************
  [TYPE]     SC 13G/A
  [DESCRIPTION]     Amendment No. 1
*******************************************************************************
                             Begin Amendment No. 1
*******************************************************************************
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                        
                                  SCHEDULE 13G
                                        
                    Under the Securities Exchange Act of 1934
                               (Amendment No.  1)*
                                        
                            C.I.S. Technologies, Inc.
                                (Name of Issuer)
                                        
                          Common Stock, $.01 par value
                         (Title of Class of Securities)
                                        
                                    12556D104
                                 (CUSIP Number)
                                        
Check the following box if a fee is being paid with this statement ( ).  (A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)

*  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 1 of 5 Pages
                                        

<PAGE>
SCHEDULE 13G
CUSIP NO. 12556D104
Page 2 of 5 Pages

1    NAME OF REPORTING PERSON:  Acorn Investment Trust, Series Designated
                                Acorn Fund
     S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON: 36-2962100
2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:  Not Applicable
          a ( )     b ( )
3    SEC USE ONLY
4    CITIZENSHIP OR PLACE OF ORGANIZATION:  Massachusetts
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING WITH:
5    SOLE VOTING POWER:  None
6    SHARED VOTING POWER:  1,500,000
7    SOLE DISPOSITIVE POWER:  None
8    SHARED DISPOSITIVE POWER:  1,500,000
9    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:  1,500,000
10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES: ( )
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9:  5.58%
12   TYPE OF REPORTING PERSON:  IV

<PAGE>
Page 3 of 5 Pages

Item 1(a)   Name of Issuer: C.I.S. Technologies, Inc.

Item 1(b)   Address of Issuer's Principal Executive Offices:
            One Waren Place
            6100 South Yale, #1901
            Tulsa, Oklahoma 74136-1930

Item 2(a)   Name of Person Filing:
              Acorn Investment Trust, Series Designated Acorn Fund

Item 2(b)   Address of Principal Business Office:
              227 West Monroe Street, Suite 3000
              Chicago, Illinois 60606

Item 2(c)   Citizenship:  The filing person is a Massachusetts business trust.

Item 2(d)   Title of Class of Securities: Common Stock, $.01 par value

Item 2(e)   CUSIP Number: 12556D104

Item 3      Type of Person:
            (d)  Investment company register under section 8 of the Investment
                 Company Act.

Item 4      Ownership (at December 31, 1994):
            (a)  Amount owned "beneficially" within the meaning of rule
                 13d-3:  1,500,000 shares
            (b)  Percent of class:  5.58%
            (c)  Number of shares as to which such person has:
                   (i)  sole power to vote or to direct the vote:  None
                  (ii)  shared power to vote or to direct the vote:  1,500,000
                 (iii)  sole power to dispose or to direct the disposition
                        of:  None
                  (iv)  shared power to dispose or to direct the disposition
                        of:  1,500,000

                 Power over voting and disposition of these securities is shared
                 with Wanger Asset Management, L.P., which is the investment
                 adviser of Acorn Investment Trust, Series Designated Fund.

<PAGE>
Page 4 of 5 Pages

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

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>
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.

Date: February 8, 1995

                                         ACORN INVESTMENT INVEST,
                                           SERIES DESIGNATED ACORN FUND


                                         By:  Robert M. Slotky
                                            ---------------------------
                                              Vice President

*******************************************************************************
                              End Amendment No. 1
*******************************************************************************
  [TYPE]     SC 13G
  [DESCRIPTION]     Original Schedule 13G
*******************************************************************************
                           Begin Original Schedule 13G
*******************************************************************************
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                        
                                  SCHEDULE 13G
                                        
                    Under the Securities Exchange Act of 1934
                               (Amendment No.  )*
                                        
                            C.I.S. Technologies, Inc.
                                (Name of Issuer)
                                        
                          Common Stock, $.01 par value
                         (Title of Class of Securities)
                                        
                                    12556D104
                                 (CUSIP Number)
                                        
Check the following box if a fee is being paid with this statement (X).  (A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)

*  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 1 of 5 Pages
                                        

<PAGE>
SCHEDULE 13G
CUSIP NO. 12556D104
Page 2 of 5 Pages

1    NAME OF REPORTING PERSON:  Acorn Investment Trust, Series Designated
                                Acorn Fund
     S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON: 36-2962100
2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:  Not Applicable
          a ( )     b ( )
3    SEC USE ONLY
4    CITIZENSHIP OR PLACE OF ORGANIZATION:  Massachusetts
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING WITH:
5    SOLE VOTING POWER:  None
6    SHARED VOTING POWER:  1,500,000
7    SOLE DISPOSITIVE POWER:  None
8    SHARED DISPOSITIVE POWER:  1,500,000
9    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:  1,500,000
10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES: ( )
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9:  5.59%
12   TYPE OF REPORTING PERSON:  IV

<PAGE>
Page 3 of 5 Pages

Item 1(a)   Name of Issuer: C.I.S. Technologies, Inc.

Item 1(b)   Address of Issuer's Principal Executive Offices:
            One Waren Place
            6100 South Yale, #1901
            Tulsa, Oklahoma 74136-1930

Item 2(a)   Name of Person Filing:
              Acorn Investment Trust, Series Designated Acorn Fund

Item 2(b)   Address of Principal Business Office:
              227 West Monroe Street, Suite 3000
              Chicago, Illinois 60606

Item 2(c)   Citizenship:  The filing person is a Massachusetts business trust.

Item 2(d)   Title of Class of Securities: Common Stock, $.01 par value

Item 2(e)   CUSIP Number: 12556D104

Item 3      Type of Person:
            (d)  Investment company register under section 8 of the Investment
                 Company Act.

Item 4      Ownership (at December 31, 1993):
            (a)  Amount owned "beneficially" within the meaning of rule
                 13d-3:  1,500,000 shares
            (b)  Percent of class:  5.59%
            (c)  Number of shares as to which such person has:
                   (i)  sole power to vote or to direct the vote:  None
                  (ii)  shared power to vote or to direct the vote:  1,500,000
                 (iii)  sole power to dispose or to direct the disposition
                        of:  None
                  (iv)  shared power to dispose or to direct the disposition
                        of:  1,500,000

                 Power over voting and disposition of these securities is shared
                 with Wanger Asset Management, L.P., which is the investment
                 adviser of Acorn Investment Trust, Series Designated Fund.

<PAGE>
Page 4 of 5 Pages

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

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>
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.

Date: February 10, 1994

                                         ACORN INVESTMENT INVEST,
                                           SERIES DESIGNATED ACORN FUND


                                         By:  Robert M. Slotky
                                            ---------------------------
                                              Vice President





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