HEI INC
SC 13G, 2000-10-11
SEMICONDUCTORS & RELATED DEVICES
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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. ___________)*


                                 KYLA BETH FANT
             -------------------------------------------------------
                                (Name of Issuer)

                     COMMON STOCK, PAR VALUE $.05 PER SHARE
             -------------------------------------------------------
                         (Title of Class of Securities)

                                   404160 10 4
             -------------------------------------------------------
                                 (CUSIP Number)

                               SEPTEMBER 13, 2000
             -------------------------------------------------------
             (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)

*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 in 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).

<TABLE>
<CAPTION>
<S><C>
CUSIP No. 404160 10 4
--------------------------------------------------------------------------------
            1.        Names of Reporting Persons.
                      I.R.S. Identification Nos. of above persons
                      (entities only).

                      KYLA BETH FANT

--------------------------------------------------------------------------------

            2.        Check the Appropriate Box if a Member of a Group
                      (See Instructions)

                      (a)   ....................................................

                      (b)   ....................................................

--------------------------------------------------------------------------------

            3.        SEC Use Only
                      ..........................................................
                      .....................

<PAGE>

--------------------------------------------------------------------------------

            4.        Citizenship or Place of Organization
                      UNITED STATES

--------------------------------------------------------------------------------

                                    5.     Sole Voting Power
                                           261,750

--------------------------------------------------------------------------------

                                    6.     Shared Voting Power
                                           .....................................
Number of                                  .....................................
Shares
Beneficially                        --------------------------------------------
Owned by
Each Reporting                      7.     Sole Dispositive Power
Person With                                261,750

                                    --------------------------------------------

                                    8.     Shared Dispositive Power
                                           .....................................
                                           .....................................

--------------------------------------------------------------------------------

            9.        Aggregate Amount Beneficially Owned by Each Reporting Person
                      261,750

--------------------------------------------------------------------------------

            10.       Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
                      Instructions).................................

--------------------------------------------------------------------------------

            11.       Percent of Class Represented by Amount in Row (11)
                       5.5%

--------------------------------------------------------------------------------

            12.       Type of Reporting Person (See Instructions)
                      IN
--------------------------------------------------------------------------------

 ................................................................................
 ...............
 ................................................................................
 ...............
 ................................................................................
 ...............
 ................................................................................
 ...............
 ................................................................................
 ...............
 ................................................................................
 ...............
--------------------------------------------------------------------------------
</TABLE>


<PAGE>

                                  SCHEDULE 13G


ITEM 1.
              (a)             HEI, INC.

              (b)             1495 STEIGER LAKE LANE


ITEM 2.
              (a)             KYLA BETH FANT

              (b)             2154 HIGHLAND AVENUE, BIRMINGHAM, ALABAMA  35205

              (c)             UNITED STATES

              (d)             COMMON STOCK, PAR VALUE $05 PER SHARE

              (e)             404160 10 4


ITEM 3.       IF THIS STATEMENT IS FILED PURSUANT TO SECTIONS 240.13d-1(b) OR
              240.13D-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:

              (a)             [ ]    Broker or dealer registered under
                                     section 15 of the Act (15 U.S.C. 78o).
              (b)             [ ]    Bank as defined in section 3(a)(6) of
                                     the Act (15 U.S.C. 78c).
              (c)             [ ]    Insurance company as
                                     defined in section 3(a)(19)
                                     of the Act (15 U.S.C. 78c).
              (d)             [ ]    Investment company
                                     registered under section 8
                                     of the Investment Company
                                     Act of 1940 (15 U.S.C
                                     80a-8).
              (e)             [ ]    An investment adviser in accordance with
                                     Section 240.13d-1(b)(1)(ii)(E);
              (f)             [ ]    An employee benefit plan or endowment
                                     fund in accordance with
                                     Section 240.13d-1(b)(1)(ii)(F);
              (g)             [ ]    A parent holding
                                     company or control person
                                     in accordance with Section
                                     240.13d-1(b)(1)(ii)(G);
              (h)             [ ]    A savings associations
                                     as defined in Section 3(b)
                                     of the Federal Deposit
                                     Insurance Act (12 U.S.C.
                                     1813);
              (i)             [ ]    A church plan that is
                                     excluded from the
                                     definition of an investment
                                     company under section
                                     3(c)(14) of the Investment
                                     Company Act of 1940 (15
                                     U.S.C. 80a-3);
              (j)             [ ]    Group, in accordance with
                                     Section 240.13d-1(b)(1)(ii)(J).


<PAGE>

ITEM 4.       OWNERSHIP.
Provide the following information regarding the aggregate number and percentage
of the class of securities of the issuer identified in Item 1.
              (a)             Amount beneficially owned: 261,750.

              (b)             Percent of class: 5.5%.

              (c)             Number of shares as to which the person has:

                              (i)       Sole power to vote or to direct the vote
                                        261,750.
                              (ii)      Shared power to vote or to
                                        direct the vote
                                        __________________.
                              (iii)     Sole power to dispose or to
                                        direct the disposition of
                                        261,750.
                              (iv)      Shared power to dispose or
                                        to direct the disposition
                                        of _______________.

INSTRUCTION. For computations regarding securities which represent a right to
acquire an underlying security SEE Section 240.13d3(d)(1).


ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
If this statement is being filed to report the fact that as of the date hereof
the reporting person has ceased to be the beneficial owner of more than five
percent of the class of securities, check the following [ ].

INSTRUCTION:  Dissolution of a group requires a response to this item.


ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. If any
other person is known to have the right to receive or the power to direct the
receipt of dividends from, or the proceeds from the sale of, such securities, a
statement to that effect should be included in response to this item and, if
such interest relates to more than five percent of the class, such person should
be identified. A listing of the shareholders of an investment company registered
under the Investment Company Act of 1940 or the beneficiaries of employee
benefit plan, pension fund or endowment fund is not required.


ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
        SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY
If a parent holding company has filed this schedule, pursuant to Rule
13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the
identity and the Item 3 classification of the relevant subsidiary. If a parent
holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule
13d-1(d), attach an exhibit stating the identification of the relevant
subsidiary.


ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP If a group
has filed this schedule pursuant to Section 240.13d-1(b)(1)(ii)(J), so
indicate under Item 3(j) and attach an exhibit stating the identity and Item
3 classification of each member of the group. If a group has filed this
schedule pursuant to Section 240.13d-1(c) or Section 240.13d-1(d), attach an
exhibit stating the identity of each member of the group.

<PAGE>

ITEM 9. NOTICE OF DISSOLUTION OF GROUP
Notice of dissolution of a group may be furnished as an exhibit stating the date
of the dissolution and that all further filings with respect to transactions in
the security reported on will be filed, if required, by members of the group, in
their individual capacity. See Item 5.


ITEM 10.      CERTIFICATION

              (b)             The following certification shall be included if
                              the statement is filed pursuant to
                              Section 240.13d-1(c):

                                   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 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
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.


                                --------------------------------
                                Date
                                --------------------------------
                                Signature
                                --------------------------------
                                Name/Title


The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is
signed on behalf of a person by his authorized representative other than an
executive officer or general partner of the filing person, evidence of the
representative's authority to sign on behalf of such person shall be filed
with the statement, provided, however, that a power of attorney for this
purpose which is already on file with the Commission may be incorporated by
reference. The name and any title of each person who signs the statement
shall be typed or printed beneath his signature. NOTE: Schedules filed in
paper format shall include a signed original and five copies of the schedule,
including all exhibits. SEE Section 240.13d-7 for other parties for whom
copies are to be sent.
ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL
CRIMINAL VIOLATIONS
             (SEE 18 U.S.C. 1001)


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