SCHEDULE 13D
Amendment No. 3
BTU International Incorporated
common stock
Cusip # 056032105
Filing Fee: No
Cusip # 056032105
Item 1: Reporting Person - FMR Corp. - (Tax ID: 04-2507163)
Item 4: PF
Item 6: Commonwealth of Massachusetts
Item 7: None
Item 8: None
Item 9: 498,700
Item 10: None
Item 11: 498,700
Item 13: 7.20%
Item 14: HC
PREAMBLE
The filing of this Schedule 13D is not, and should not be
deemed to be, an admission that such Schedule 13D is required to
be filed. See the discussion under Item 2.
Item 1. Security and Issuer.
This statement relates to shares of the common stock, $0.01
par value (the "Shares") of BTU International Incorporated, a
Deleware corporation (the "Company"). The principal executive
offices of the Company are located at 23 Esquire Road, N.
Billerica, MA 01862.
Item 2. Identity and Background.
Item 2 is amended as follows:
This statement is being filed by FMR Corp., a Massachusetts
Corporation ("FMR"). FMR is a holding company one of whose
principal assets is the capital stock of a wholly-owned
subsidiary, Fidelity Management & Research Company ("Fidelity"),
which is also a Massachusetts corporation. Fidelity is an
investment advisor which is registered under Section 203 of the
Investment Advisors Act of 1940 and which provides investment
advisory services to more than 30 investment companies which are
registered under Section 8 of the Investment Company Act of 1940
and serves as investment advisor to certain other funds which are
generally offered to limited groups of investors (the "Fidelity
Funds"). Various directly or indirectly held subsidiaries of FMR
are also engaged in investment management, venture capital asset
management, securities brokerage, transfer and shareholder
servicing and real estate development. The principal offices of
FMR and Fidelity are located at 82 Devonshire Street, Boston,
Massachusetts 02109.
Edward C. Johnson 3d owns 24.9% of the outstanding voting
common stock of FMR. Mr. Johnson 3d is Chairman of FMR Corp.
The business address and principal occupation of Mr. Johnson 3d
is set forth in Schedule A hereto.
Fidelity Ventures Associates, Inc. (FVA), incorporated on
March 29, 1978, is a wholly-owned subsidiary of FMR Corp. FVA is
a corporation engaged in venture capital investing and is the
managing general partner of a partnership called Fidelity Venture
Associates Limited (FVAL).
The Shares to which this statement relates are owned
directly by one of the Fidelity Funds, and by Fidelity Venture
Associates through FVAL.
The name, residence or business address, principal
occupation or employment and citizenship of each of the executive
officers and directors of FMR are set forth in Schedule A hereto.
Within the past five years, none of the persons named in
this Item 2 or listed on Schedule A has been convicted in any
criminal proceeding (excluding traffic violations or similar
misdemeanors) or has been a party to any civil proceeding and as
a result thereof was or is subject to any judgment, decree or
final order enjoining future violations of, or prohibiting or
mandating activities subject to federal or state securities laws
or finding any violations with respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration.
Item 3 is amended as follows:
The Fidelity Funds which own or owned Shares purchased in
the aggregate 607,700 Shares for cash in the amount of
approximately $1,403,489, including brokerage commissions. The
Fidelity Funds used their own assets in making such purchase and
no part of the purchase price is represented by borrowed funds.
Proceeds from 109,000 Shares sold aggregated approximately
$368,453. The attached Schedule B sets forth Shares purchased
and/or sold since May 2, 1994.
Item 4. Purpose of Transaction.
Item 4 is amended as follows:
The purpose of Fidelity, FVA, and FVAL in having the
Fidelity Funds and the Accounts purchase Shares is to acquire an
equity interest in the Company in pursuit of specified investment
objectives established by the Board of Trustees of the Fidelity
Funds and by the investors in the Accounts.
Fidelity, FVA and FVAL may continue to have the Fidelity
Funds and the Accounts purchase Shares subject to a number of
factors, including, among others, the availability of Shares of
sale at what they consider to be reasonable prices and other
investment opportunities that may be available to the Fidelity
Funds and Accounts.
Fidelity, FVA and FVAL intends to review continuously the
equity position of the Fidelity Funds and Accounts in the
Company. Depending upon future evaluations of the business
prospects of the Company and upon other developments, including,
but not limited to, general economic and business conditions and
money market and stock market conditions, Fidelity may determine
to cease making additional purchases of Shares or to increase or
decrease the equity interest in the Company by acquiring
additional Shares, or by disposing of all or a portion of the
Shares.
Fidelity has no present plan or proposal which relates to or
would result in (i) an extraordinary corporate transaction, such
as a merger, reorganization, liquidation, or sale of transfer of
a material amount of assets involving the Company or any of its
subsidiaries, (ii) any change in the Company's present Board of
Directors or management, (iii) any material changes in the
Company's present capitalization or dividend policy or any other
material change in the Company's business or corporate structure,
(iv) any change in the Company's charter or by-laws, or (v) the
Company's common stock becoming eligible for termination of its
registration pursuant to Section 12(g)(4) of the 1934 Act.
Item 5. Interest in Securities of Issuer.
Item 5 is amended as follows:
FMR, and Fidelity, FVA and FVAL, beneficially own all
498,700 Shares.
(a) FMR beneficially owns, through Fidelity, as investment
advisor to the Fidelity Funds, 498,700 Shares, or approximately
7.20% of the outstanding Shares of the Company, and through FVA
and FVAL, zero shares or approximately 0.00% of the outstanding
Shares of the Company. Neither FMR, Fidelity, nor any of its
affiliates nor, to the best knowledge of FMR, any of the persons
name in Schedule A hereto, beneficially owns any other Shares.
The combined holdings of FMR, and Fidelity, FVA and FVAL, are
498,700 Shares, or approximately 7.20% of the outstanding Shares
of the Company.
(b) FMR, through its control of Fidelity, investment
advisor to the Fidelity Funds, and the Funds each has sole power
to dispose of the Shares. Neither FMR nor Mr. Johnson has the
sole power to vote or direct the voting of the 498,700 Shares
owned directly by the Fidelity Funds, which power resides with
the Funds' Boards of Trustees. Fidelity carries out the voting
of the Shares under written guidelines established by the Funds'
Board of Trustees.
(c) Except as set forth in Schedule B, neither FMR, or any
of its affiliates, nor, to the best knowledge of FMR, any of the
persons named in Schedule A hereto has effected any transaction
in Shares during the past sixty (60) days.
Item 6. Contract, Arrangements, Understandings or Relationships
With Respect to Securities of the Issuer.
Neither FMR nor any of its affiliates nor, to the best
knowledge of FMR, any of the persons named in Schedule A hereto
has any joint venture, finder's fee, or other contract or
arrangement with any person with respect to any securities of the
Company.
Item 7. Material to be Filed as Exhibits.
Not Applicable.
This statement speaks as of its date, and no inference
should be drawn that no change has occurred in the facts set
forth herein after the date hereof.
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.
FMR Corp.
DATE: July 27, 1994 By: /s/Arthur
Loring
John J. Remondi
Vice President
Fidelity Ventures Limited
FMR Corp.
(Managing General Partner)
By:________________________
John J. Remondi
Vice President
SCHEDULE A
The name and present principal occupation or employment of
each executive officer and director of FMR Corp. are set forth
below. The business address of each person is 82 Devonshire
Street, Boston, Massachusetts 02109, and the address of the
corporation or organization in which such employment is conducted
is the same as his business address. All of the persons listed
below are U.S. citizens.
POSITION WITH
PRINCIPAL
NAME FMR CORP. OCCUPATION
Edward C. Johnson 3d President,
Chairman of the
Director, CEO Board and CEO, FMR
Chairman &
Mng. Director
J. Gary Burkhead Director President-Fidelity
Caleb Loring, Jr. Director, Director, FMR
Mng. Director
James C. Curvey Director, Sr. V.P., FMR
Sr. V.P.
William L. Byrnes Vice Chairman Vice Chairman, FIL
Director & Mng.
Director
Robert C. Pozen Sr. V.P. & Gen'l Sr. V.P. & Gen'l
Counsel Counsel, FMR
Mark Peterson Exec. Exec.
V.P.-Management V.P.-Management
Resources Resources, FMR
Denis McCarthy Sr. Vice Pres. - Vice Pres., Chief
Chief Financial Financial Officer,
Officer FMR
SCHEDULE B
BTU International Incorporated
FVA sold Shares since May 2, 1994 at the dates and at the prices
set forth below. The transactions were made for cash in open
market transactions or with other investment companies with the
same or an affiliated investment advisor.
DATE SHARES PRICE
06-01-95 7,200 $7.95
06-02-95 3,600 7.75
06-09-95 38,800 7.75
06-15-95 39,670 8.32
