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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. __________)*
Aavid Thermal Technologies
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
00253910
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(CUSIP Number)
July 31, 1998
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*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 on 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).
Page 1 of 4 Pages
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CUSIP No. 00253910 13G 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
Warburg Pincus Asset Management, Inc. 13-2673503
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
(b)
Not applicable
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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5 SOLE VOTING POWER
227,100
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NUMBER OF 6 SHARED VOTING POWER
SHARES
BENEFICIALLY 661,089
OWNED BY
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EACH 7 SOLE DISPOSITIVE POWER
REPORTING
PERSON 924,943
WITH
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8 SHARED DISPOSITIVE POWER
0
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
924,943
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.05%
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12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA
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Item 1(a): Name of Issuer:
Aavid Thermal Technologies
Item 1(b): Address of Issuer's Principal Executive Offices:
1 Eagle Square
Concord, MA 03301
Item 2(a): Name of Person Filing
Warburg Pincus Asset Management, Inc.
Item 2(b): Address of Principal Business Office:
466 Lexington Avenue, New York, New York 10017
Item 2(c): Citizenship:
Delaware
Item 2(d): Title of Class of Securities:
Common Stock
Item 2(e): CUSIP Number:
00253910
Item 3: If the reporting person is an investment
adviser in accordance with ss.
240.13d-1(b)(1)(ii)(E), check this box.
[X]
Item 4: Ownership:
(a) Amount beneficially owned: 924,943.
(b) Percent of class: 11.05%.
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote
227,100.
(ii) Shared power to vote or to direct the
vote 661,089.
(iii) Sole power to dispose or to direct the
dispostion of 924,943.
(iv) Shared power to dispose or to direct the
dispostion of 0.
Item 5: Ownership of Five Percent or Less of a Class:
Page 3 of 4 Pages
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Item 6: Ownership of More than Five Percent on Behalf of
Another Person:
Warburg Pincus Asset Management, Inc. ("WPAM")
is an Investment Adviser registered with the
United States Securities and Exchange
Commission. WPAM serves as investment adviser to
many accounts including various registered
investment companies. The securities which are
the subject of this report are owned by our
accounts. In this report no one account owned
more than 5%.
Item 7:
Identification and Classification of the
Subsidiary Which Acquired the Security Being
Reported on By the Parent Holding Company:
Not Applicable.
Item 8: Identification and Classification of Members of
the Group:
Not Applicable.
Item 9: Notice of Dissolution of Group:
Not Applicable.
Item 10: Certification:
By signing below I certify that, to the best of
my knowledge and belief, the securities referred
to above were acquired and are held in the
ordinary course of business and were not
acquired and are not held for the purpose of or
with the effect of changing or influencing the
control of the issuer of the securities and were
not acquired and are not held in connection with
or as a participant in any transaction having
that purpose or effect.
SIGNATURE
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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.
Dated: August 5, 1998
By:/s/ Linda S. Iovan
--------------------------------
Name: Linda S. Iovan
Title: Vice President
Page 4 of 4 Pages
