UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ___)*
DATAMARINE INTERNATIONAL, INC.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
238045108
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(CUSIP Number)
David C. Thompson
Datamarine International, Inc., 7030 - 220th Street S.W.,
Mountlake Terrace, WA 98043; Tel: (425) 771-2182
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
October 10, 1997
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(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(b)(3) or (4), check the following box. [ ]
Check the following box if a fee is being paid with this statement. [ ] (A fee
is not required only if the reporting 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.)
(See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits,
should be filed with the Commission. See Rule 13d-1(a) for other
parties to whom copies are to be sent.
(Continued on following pages)
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* 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).
CUSIP NO. 238045108 13D Page 2 of 4 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
STEPHEN W. FRANKEL ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [X]
3 SEC USE ONLY
4 SOURCE OF FUNDS* PF
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 OF 7 SOLE VOTING POWER
SHARES 66,820 shares
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 66,820
PERSON 10 SHARED DISPOSITIVE POWER
WITH
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
66,820 shares (including warrants allowing the purchase of 2,520 common
shares.)
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [X]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.1%
14 TYPE OF REPORTING PERSON*
IN
* SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 2 of 4 Pages
Item 1. Security and Issuer.
This Schedule 13D relates to the $.01 par value Common Stock (the "Common
Stock") of Datamarine International, Inc., a Massachusetts corporation (the
"Issuer"). The Company's principal executive offices are located at 7030 -
220th Street S.W., Mountlake Terrace, WA 98043.
Item 2. Identity and Background.
a) Stephen W. Frankel
b) 909 Via Mirada, Palos Verdes Estates CA 90274
c) Self employed, Private Investor, same address as above
d) None
e) None
f) United States
Item 3. Source and Amount of Funds or Other Consideration
During the period from March 26, 1996 through July 23, 1997 Stephen W.
Frankel acquired 57,900 shares of Common Stock of the Issuer in open market
transactions at prices from $6.00 - $10.75 per share. The aggregate purchase
price was $523,087.50. On July 31, 1997 Stephen W. Frankel acquired 2,100
shares of Common Stock of the Issuer in open market transactions for $6.25 per
share. The aggregate purchase price was $13,125. On September 10, 1997 Stephen
W. Frankel received 2,520 $0.10 Common Stock Warrants of the Issuer in
connection with a subordinated short term loan to the Issuer. Each Common Stock
Warrant allows the holder to immediately acquire one share of Common Stock of
the Issuer. On October 10, 1997 Stephen W. Frankel acquired 4,300 shares of
Common Stock of the Issuer in open market transactions for $4.375 per share.
The aggregate purchase price was $18,812.50. The source of funds for all
transactions was cash paid by Stephen W. Frankel from working capital, no funds
borrowed.
Item 4. Purpose of Transaction.
The purpose of all the transactions reported hereunder was to acquire the
Common Stock of Issuer solely for investment purposes. Stephen W. Frankel does
not have any current plans or proposals that relate to or would result in any
of the actions or occurrences described in Items 4(a) - 4(j) of Schedule 13D.
Item 5. Interest in Securities of the Issuer.
(a) Stephen W. Frankel is the record owner of 64,300 shares of the
Issuer's Common Stock and 2,520 currently exercisable $0.10 Common Stock
Warrants which allow him to purchase 2,520 shares of Common Stock, representing
5.1% of the Issuer's issued and outstanding Common Stock.
Page 3 of 4 Pages
Stephen W. Frankel's adult children own 7,500 shares of the Issuer's
Common Stock. All such shares were directly acquired by them in open market
transactions. Stephen W. Frankel disclaims beneficial ownership of all shares
owned by his children.
(b) Stephen W. Frankel has sole power to vote or to dispose of 64,300
shares of Common Stock and 2,520 Common Stock Warrants.
(c) During the past 60 days, the following transactions were effected:
(i) On September 10, 1997 Stephen W. Frankel was granted 2,520 $0.10 Common
Stock Warrants of the Issuer in connection with a subordinated short term loan
to the Issuer. Each Common Stock Warrant allows the holder to immediately
acquire one share of Common Stock of the Issuer (ii) On October 10, 1997
Stephen W. Frankel acquired 4,300 shares of Common Stock of the Issuer in open
market transactions for $4.375 per share. The aggregate purchase price was
$18,812.50.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.
None.
Item 7. Material to be Filed as Exhibits.
None.
Signature
After reasonable inquiry and to best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: October 19, 1997
/s/ STEPHEN W. FRANKEL
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STEPHEN W. FRANKEL
Page 3 of 4 Pages
