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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. ____ )*
Alarmguard Holdings, Inc.
(Name of Issuer)
Common Stock, without par value
(Title of Class of Securities)
CUSIP No. 011649100
(Cusip Number)
5/20/98 & 5/26/98
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1 (b)
[ X ] Rule 13d-1 (c)
[ ] Rule 13d-1 (d)
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CUSIP NO. 011649100 13G PAGE 2 OF 5 PAGES
1) NAME OF REPORTING PERSON
SS OR IRS IDENTIFICATION NO OF ABOVE PERSON:
ING Baring (U.S.) Capital Corporation
13-3916163
2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3) SEC USE ONLY
4) CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES 5) SOLE VOTING POWER 375,346
BENEFICIALLY OWNED
BY EACH REPORTING 6) SHARED VOTING POWER
PERSON
7) SOLE DISPOSITIVE POWER 375,346
8) SHARED DISPOSITIVE POWER
9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
375,346
10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / /
11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.7%
12) TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
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CUSIP NO. 011649100 13G PAGE 3 OF 5 PAGES
ITEM 1 (a). NAME OF ISSUER.
Alarmguard Holdings, Inc.
ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
125 Frontage Road
Orange, Connecticut 06477
ITEM 2(a). NAME OF PERSON FILING:
Phillip R. Burnaman
ITEM 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
667 Madison Avenue
New York, NY 10021
ITEM 2(c). CITIZENSHIP:
United States
ITEM 2(d). TITLE OF CLASS OF SECURITIES:
Common Stock, without par value
ITEM 2(e). CUSIP NUMBER:
011649100
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 registered under Section 15 of the Act,
(b) / / Bank as defined in Section 3 (a) (6) of the Act,
(c) / / Insurance Company as defined in Section 3 (a) (19) of the Act,
(d) / / Investment Company registered under Section 8 of the
Investment Company Act,
(e) / / Investment Adviser registered under Section 203 of the
Investment Advisers of 1940,
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CUSIP NO. 011649100 13G PAGE 4 OF 5 PAGES
(f) / / Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee Retirement Income Security Act of
1974 or Endowment Fund; see 13d-1(b) (1) (ii) (F),
(g) / / Parent Holding Company, in accordance with Rule 13d-1 (b) (ii)
(G); see Item 7,
(h) / / Group, in accordance with Rule 13d-1 (b) (1) (ii) (H).
ITEM 4. OWNERSHIP
(a) Amount beneficially owned: 375,346
(b) Percent of class: 6.7%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote
375,346
(ii) Shared power to vote or 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 375,346
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
N/A
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
PERSON.
N/A
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY.
N/A
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
N/A
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
N/A
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CUSIP NO. 011649100 13G PAGE 5 OF 5 PAGES
ITEM 10. CERTIFICATION
By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were not acquired and are not held for the purpose
of or with effect of changing or influencing the control of issuer of such
securities and were not acquired in connection with or as a participant in any
transaction having such purpose or affect.
5/29/98
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(Date)
/s/ Phillip R. Burnaman
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(Signature)
Phillip R. Burnaman, Managing Director
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(Name/Title)
