HIA INC
SC TO-I/A, 2001-01-04
MACHINERY, EQUIPMENT & SUPPLIES
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   SCHEDULE TO

                Tender Offer Statement under Section 14(d)(1) or
             Section 13(e)(1) of the Securities Exchange Act of 1934

                                (Amendment No. 3)

                                    HIA, INC.
                       (Name of Subject Company (issuer))

                                    HIA, INC.
                                (Offeror/Issuer)
 Names of Filing Persons (identifying status as offeror, issuer or other person)


                     COMMON STOCK, $0.01 PAR VALUE PER SHARE
                         (Title of Class of Securities)

                                    404192106
                      (CUSIP Number of Class of Securities)


                                 ALAN C. BERGOLD
                                    PRESIDENT
                                    HIA, INC.
                               4275 FOREST STREET
                             DENVER, COLORADO 80216
                                 (303) 394-6040

                 (Name, address, and telephone numbers of person
               authorized to receive notices and communications on
                            behalf of filing persons)

                                    Copy to:

                           ANDREW L. BLAIR, JR., ESQ.
                             SHERMAN & HOWARD L.L.C.
                       633 SEVENTEENTH STREET, SUITE 3000
                             DENVER, COLORADO 80202
                                 (303) 297-2900



<PAGE>


[ ]             Check the box if the filing relates solely to preliminary
                communications made before the commencement of a tender offer.

     Check the  appropriate  boxes below to designate any  transactions to which
the statement relates:

[ ]             third-party tender offer subject to Rule 14d-1.

[x]             issuer tender offer subject to Rule 13e-4.

[ ]             going-private transaction subject to Rule 13e-3.

[ ]             amendment to Schedule 13D under Rule 13d-2.

     Check the  following box if the filing is a final  amendment  reporting the
results of the tender offer: [x]



<PAGE>


                             INTRODUCTORY STATEMENT

         This  Amendment No. 3, the final  amendment,  to Schedule TO amends and
supplements the Schedule TO previously  filed on October 27, 2000, as amended by
Amendment  No. 1 thereto  filed on November 6, 2000 and  Amendment No. 2 thereto
filed on November  29, 2000 (the  "Schedule  TO")  relating to a tender offer by
HIA, Inc., a New York corporation  (the "Company"),  to purchase up to 3,000,000
shares of common stock,  par value $.01 per share, at a price of $.25 per share,
net to the seller in cash, on the terms and subject to the  conditions set forth
in the Offer to  Purchase  dated  October  30,  2000 and the  related  Letter of
Transmittal. The purpose of this Amendment No. 3 is to report the results of the
offer.


ITEM 4.  TERMS OF THE TRANSACTION.

         Item 4 of Schedule TO is hereby  supplemented and amended by adding the
following:

         The offer expired at 5:00 P.M.,  Mountain Standard Time on December 15,
2000. A total of 732,956  shares of common  stock were validly  tendered and not
withdrawn in the offer and were accepted for payment by the Company. The Company
purchased the tendered shares at an aggregate purchase price of $183,239.



                                    SIGNATURE

         After due inquiry and to the best of my knowledge and belief, I certify
that the  information  set forth in this Amendment No. 3 to Schedule TO is true,
complete and correct.

January 4, 2001                             HIA, INC.


                                            By: /s/ ALAN C. BERGOLD
                                               ---------------------------------
                                               Alan C. Bergold
                                               President







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