SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
INTERNATIONAL TECHNOLOGY CORP.
(Name of Issuer)
Preferred Convertible
(Title of Class of Securities)
460465305
(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.)
CUSIP NO.: 460465305
1. Name of reporting person S.S. or I.R.S. Identification No. of
reporting person:
Lynch & Mayer, Inc.; 35-1654568
2. Check the appropriate box if a member of a group
(a) [ ]
(b) [X]
3. SEC use only . . . . . . . . . . . . . . . . . . . . .
4. Citizenship or place of organization: Indiana
Number of shares beneficially owned by reporting person with:
5. Sole voting power: Not applicable
6. Shared voting power: 178,600
7. Sole dispositive power: Not applicable
8. Shared dispositive power: 178,600
9. Aggregate amount beneficially owned by reporting
person: 178,600
10. Check if the aggregate amount in row (9) excludes certain
shares: Not applicable
11. Percent of class represented by amount in row (9): 7.4%
12. Type of reporting person: IA
Item 1 (a) Name of Issuer:
International Technology Corp.
(the "Issuer")
Item 1 (b) Address of issuer's principal executive office:
23456 Hawthorne Blvd.
Suite 220
Torrance, CA 90505
Item 2 (a) Name of person filing: Lynch & Mayer, Inc.
Item 2 (b) Address of principal business office:
Lynch & Mayer, Inc.
520 Madison Avenue
New York, NY 10022
Item 2 (c) Citizenship: Lynch & Mayer, Inc. is an Indiana
corporation
Item 2 (d) Title of class of securities: Preferred Convertible
Item 2 (e) CUSIP No.: 460465305
Item 3 If this statement is filed pursuant to Rules 13d-1(b) or
13d-2(b), check whether the person filing is a:
(a) [ ] Broker or dealer
(b) [ ] Bank
(c) [ ] Insurance company
(d) [ ] Investment company
(e) [X] Investment adviser
(f) [ ] Employee Benefit Plan,
or Endowment Fund
(g) [ ] Parent Holding Company
(h) [ ] Group
Item 4 Ownership:
(a) Amount beneficially owned:
See No. 9 on page 2
(b) Percent of class:
See No. 11 on page 2
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
(ii) shared power to vote or to direct the vote
(iii) sole power to dispose or to direct the
disposition of
(iv) shared power to dispose or to direct the
disposition of
See Nos. 5, 6, 7 and 8 on page 2
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 the undersigned certifies that, to the best of
his 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.
Signature:
After reasonable inquiry and to the best of his knowledge and
belief, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Dated: __January 30, 1995__________
LYNCH & MAYER, INC.
By: __/s/Howard M. Kaufman_________________
Name: Howard M. Kaufman
Title: Senior Vice President
