SCHEDULE 13D
Amendment No. 1
Autologic Information International, Inc.
Common Stock
Cusip # 52803103
Cusip # 52803103
Item 1: Reporting Person - FMR Corp. - (Tax ID: 04-2507163)
Item 4: PF
Item 6: Commonwealth of Massachusetts
Item 7: 189,671
Item 8: None
Item 9: 189,671
Item 10: None
Item 11: 561,728
Item 13: 9.71%
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, $0.00
par value (the "Shares") of Autologic Information International,
Inc., a Delaware corporation (the "Company"). The principal
executive offices of the Company are located at 1050 Rancho
Conejo Boulevard, Thousand Oaks, CA 91360.
Item 2. Identity and Background.
This statement is being filed by FMR Corp., a Massachusetts
Corporation ("FMR"). A separate Schedule 13D is being filed by
Fidelity International Limited, a Bermuda joint stock company
incorporated for an unlimited duration by private act of the
Bermuda legislature ("FIL"). 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.
FIL is an investment adviser which provides investment
advisory and management services to a number of non-U.S.
investment companies or instrument trusts (the "International
Funds") and certain institutional investors. Prior to June 30,
1980, FIL was a majority-owned subsidiary of Fidelity. On that
date, the shares of FIL held by Fidelity were distributed, as a
dividend, to the shareholders of FMR. FIL currently operates as
an entity independent of FMR and Fidelity, with certain common
shareholders. The International Funds and FIL's other clients,
with the exception of Fidelity and an affiliate of Fidelity, are
non-U.S. entities. Various foreign-based subsidiaries of FIL are
also engaged in investment management. The principal office of
FIL is located at Pembroke Hall, 42 Crow Lane, Hamilton, Bermuda.
Members of the Edward C. Johnson 3d family are the
predominant owners of Class B shares of common stock of FMR
representing approximately 49% of the voting power of FMR. Mr.
Johnson 3d owns 12.0% and Abigail Johnson owns 24.5% of the
aggregate outstanding voting stock of FMR. The Johnson family
group and all other Class B shareholders have entered into a
shareholders' voting agreement under which all Class B shares
will be voted in accordance with the majority vote of Class B
shares. Accordingly, through their ownership of voting common
stock and the execution of the shareholders' voting agreement,
members of the Johnson family may be deemed, under the Investment
Company Act of 1940, to form a controlling group with respect to
FMR. The business address and principal occupation of Mr.
Johnson 3d is set forth in Schedule A hereto.
In addition, a partnership controlled by Mr. Johnson and
members of his family own shares of FIL voting stock with the
right to cast approximately 47.22% of the total votes which may
be cast by all holders of FIL voting stock. Mr. Johnson 3d is
Chairman of FMR and FIL. FMR and FIL are separate and
independent corporate entities. FMR and FIL are managed
independently and their boards of Directors are generally
composed of different individuals. Their investment decisions
are made independently, and clients are different organizations.
The business address and principal occupation of Mr. Johnson 3d
is set forth in Schedule A hereto.
Effective July 1, 1993, Fidelity became sub-advisor to
Fidelity American Special Situations Trust ("FASST").
FASST is a unit trust established and authorized by the
Department of Trade and Industry under the laws of England. The
investment advisor of FASST is Fidelity Investment Services Limited,
an English company and a subsidiary of FIL.
The Shares to which this statement relates are owned directly by
the account of FMR, and by Fidelity International Limited.
FMR and FIL are of the view that they are not acting as a "group"
for purposes of Section 13(d) under the Securities Exchange Act of
1934 (the "1934 Act") and that they are not otherwise required to
attribute to each other the "beneficial ownership" of securities
"beneficially owned" by the other corporation within the meaning of
Rule 13d-3 promulgated under the 1934 Act. Therefore, they are of the
view that the Shares held by the other corporations need not be
aggregated for purposes of Section 13(d). However, FMR is making this
filing on a voluntary basis as if all of the Shares are beneficially
owned by FMR and FIL on a joint basis.
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.
FMR Corp. acquired the Shares in connection with the merger of
Information International, Inc. on November 14, 1995.
FASST which own or owned Shares purchased in the aggregate 96,548
Shares for cash in the amount of approximately $1,340,157, including
brokerage commissions. FASST used its own assets in making such
purchase and no part of the purchase price is represented by borrowed
funds. Proceeds from 96,548 Shares sold aggregated approximately
$491,988. The attached Schedule B sets forth Shares purchased and/or
sold since August 16, 1998.
Fidelity International Limited acquired the Shares in connection
with the merger of Information International, Inc. on November 14,
1995.
The International Funds and accounts, which own or owned Shares,
purchased in the aggregate 962,856 Shares for cash in the amount of
approximately $10,208,194, including brokerage commissions. The
International Funds and accounts used their own assets in making such
purchase and no part of the purchase price is represented by borrowed
funds. Proceeds from 399,651 Shares sold aggregated approximately
$2,653,637.
Item 4. Purpose of Transaction.
The purpose of Fidelity in having the Fidelity Funds and the
Accounts purchase Shares (see Item 5 below) 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 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 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.
Although Item 5 assumes that FMR, Fidelity, and FIL
beneficially own all 561,728 Shares, reference is made to Item 2
for a disclaimer of beneficial ownership with respect to the
securities which are "beneficially owned" by the other
corporations.
(a) FMR beneficially owns, 189,671 Shares, or approximately
3.28% of the outstanding Shares of the Company. FIL beneficially
owns, 372,057 Shares, or approximately 6.43% 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
named in Schedule A hereto, beneficially owns any other Shares.
The combined holdings of FMR, Fidelity, and FIL are 561,728
Shares, or approximately 9.71% of the outstanding Shares of the
Company.
(b) FMR Corp., through its control of Fidelity, has sole
power to vote and to dispose of the 189,671 Shares owned it
beneficially owns.
(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.
The Funds and Accounts may from time to time own debt
securities issued by the Company or its direct or indirect
subsidiaries, and may from time to time purchase and/or sell such
debt securities.
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: October 29, 1998 By: /s/Frank
V. Knox
Frank V. Knox
Compliance Officer - FMR Corp.
Duly authorized under Powers of
Attorney dated October 19, 1998
by Eric D. Roiter
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
Corp.
Chairman &
Mng. Director
J. Gary Burkhead Director and Vice Chairman President,
Fidelity Investments
Institutional
Services
Company, Inc.
James C. Curvey Director, Vice Chairman, Chief Operating
Officer, FMR
Chief Operating Officer
William L. Byrnes Director & Mng. Vice Chairman, FIL
Director
Abigail P. Johnson Director Associate Director
and Senior Vice President - Fidelity
Management & Research Company
George A. Vanderheiden Director Senior
Vice President,
Fidelity Management
& Research Company
David C. Weinstein Sr. Vice President Sr. Vice President
Administration Administration, FMR
Corp.
Mark A. Peterson Executive Vice President President - Fidelity
Investments Technology &
Processing Group
Gerald M. Lieberman Sr. Vice Pres. - Sr. Vice Pres. -
Chief Financial Chief Financial
Officer Officer, FMR Corp.
SCHEDULE B
Autologic Information International, Inc.
FASST sold Shares since August 16, 1998 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
9/10/98 2,048 $4.000
9/15/98 5,000 3.500
10/12/98 500 3.125
10/15/98 42,500 3.003
