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UNITED STATES OMB Number: 3235-0145
SECURITIES AND EXCHANGE COMMISSION Expires: October 31, 1997
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SCHEDULE 13D --------------------------
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. )*
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Vicon Industries, Inc.
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(Name of Issuer)
Common Stock, $.01 par value
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(Title of Class of Securities)
0009258111
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(CUSIP Number)
Mr. Chu Chun 915 Hartford Turnpike
Trustee, International Industries, Inc. Shrewsbury, MA 01545
Profit Sharing Plan (508) 842-0300
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
8/25/93
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement of 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 /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.)
(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 sent.
*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).
SEC 1746(12-91)
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SCHEDULE 13D
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CUSIP NO. 0009258111 PAGE 2 OF 4 PAGES
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________________________________________________________________________________
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
International Industries, Inc. Profit Sharing Plan FIN # 04-3136728
________________________________________________________________________________
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
ITEMS 2(d) or 2(e) / /
________________________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION
N/A
________________________________________________________________________________
7 SOLE VOTING POWER
195,657
_________________________________________________________________
NUMBER OF 8 SHARED VOTING POWER
SHARES
BENEFICIALLY
OWNED BY _________________________________________________________________
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 195,657
PERSON _________________________________________________________________
WITH 10 SHARED DISPOSITIVE POWER
________________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
195,657
________________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES * / /
________________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.1%
________________________________________________________________________________
14 TYPE OF REPORTING PERSON *
EP
________________________________________________________________________________
* SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
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Page 3 of 4
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Item 1. Security and Issuer.
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Common Stock, $.01 par value
Vicon Industries, Inc.
525 Broad Hollow Road
Melville, NY 11747
Item 2. Identity and Background.
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(a) Name: International Industries, Inc. Profit Sharing
Plan
(b) Address: 915 Hartford Turnpike
Shrewsbury, MA 01545
(c) The Reporting Person is an employee benefit plan.
Item 3. Source and Amount of Funds or Other Consideration.
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On various dates through January 25, 1996, the Reporting
Person acquired ownership of 195,657 shares of the Issuer's
securities. The purchases were made either directly by the
Reporting Person or by International Industries, Inc. Pension
Plan or International IMEX, Inc. Profit Sharing Plan, which were
merged into the Reporting Person on September 27, 1995 and
May 17, 1995, respectively. All purchases were made with funds
of the purchasing entity at prices ranging from $1.25 to $2.125.
Item 4. Purpose of Transaction.
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The purpose of the acquisitions is investment.
Item 5. Interest in Securities of the Issuer.
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(a) Aggregate number of shares which the Reporting
Person beneficially owns: 195,657. Percentage of
class: 7.1%. The sole trustee of the Reporting
Person, Chu S. Chun, may be deemed to beneficially
own 103,800 shares of the Issuer's securities in
addition to the shares owned by the Reporting
Person.
(b) The Reporting Person, acting through its sole
trustee, has the sole power to vote or direct the
vote and dispose or direct the disposition of
195,657 shares of the Issuer's stock. The
Reporting Person does not share the power to vote
or direct the vote or dispose or direct the
disposition of the 103,800 shares of the Issuer's
securities which the sole trustee of the Reporting
Person may be deemed to beneficially own, separate
from the Reporting Person's shares.
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Page 4 of 4
(c) Following are all transactions effected by the
Reporting Person in the Issuer's securities in the
last 60 days:
<TABLE>
<CAPTION>
Date No. of Shares Price Per Share How Purchased
- ---- ------------- --------------- -------------
<S> <C> <C> <C>
1/2/96 500 $1.1875 open market
1/2/96 1,300 $1.1875 open market
1/2/96 2,500 1.25 open market
1/2/96 1,500 1.25 open market
1/2/96 1,700 1.25 open market
1/25/96 9,000 1.375 private
purchase
</TABLE>
(d) N/A
(e) N/A
Item 6. Contracts, Arrangements, Understandings or Relationships
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With Respect to Securities of the Issuer.
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The Reporting Person has not entered into any contracts,
arrangements, understandings or relationships with respect to any
securities of the Issuer other than documents creating and
governing the trustee position under the Plans which do not
specifically relate to the securities of the Issuer.
Item 7. Material to Be Filed as Exhibits.
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N/A
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.
- ------------------------ International Industries, Inc.
Date Profit Sharing Plan
By: /s/ Chu S. Chun
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Signature
Chu S. Chun, Trustee
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Name and Title
