UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Amendment No. 2*
THE DIANA CORPORATION
(Name of Issuer)
Common Stock, par value $1.00 per share
(Title of Class of Securities)
809180-10-2
(CUSIP Number)
George M. Weischadle
Sattel Technologies, Inc.
9145 Deering Avenue
Chatsworth, California 91311
(818) 718-6437
Copies to:
Paul S. Blencowe, Esq.
Fulbright & Jaworski L.L.P.
865 South Figueroa Street
Twenty-Ninth Floor
Los Angeles, California 90017
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
February 14, 1997
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the following
box.
Check the following box if a fee is being paid with the statement. (A fee is
not required only if the reporting person: (1) has a previous statement on
file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such
class.) (See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are
to be sent.
*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 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>
SCHEDULE 13D
CUSIP No. 809180-10-2 Page of Pages
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
(a) Sattel Technologies, Inc.
95-3966863
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
3. SEC USE ONLY
4. SOURCE OF FUNDS
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e)
6. CITIZENSHIP OR PLACE OF ORGANIZATION
(a) California
NUMBER 7. SOLE VOTING POWER
OF (a) 0
SHARES 8. SHARED VOTING POWER
BENEFICIALLY (a) 0
OWNED BY 9. SOLE DISPOSITIVE POWER
EACH (a) 0
REPORTING 10. SHARED DISPOSITIVE POWER
PERSON WITH (a) 0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
(a) 0
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
(a) 0
14. TYPE OF REPORTING PERSON
(a) CO
<PAGE>
Item 1. SECURITY AND ISSUER.
This statement relates to the Common Stock, par value $1.00 per share
(the "Common Stock"), of The Diana Corporation, a Delaware corporation (the
"Company") and is being filed by Sattel Technologies, Inc., a California
corporation ("Sattel").
Item 2. IDENTITY AND BACKGROUND.
Item 3. SOURCE AND AMOUNT OF FUNDS.
Item 4. PURPOSE OF TRANSACTION.
Item 5. INTEREST IN SECURITIES OF THE COMPANY.
(a) As of February 14, 1997, Sattel does not beneficially own any
shares of Common Stock of the Company. See Item 5(c) below.
(b) Not applicable.
(c) From February 11 through February 14, 1997, Sattel sold
315,000 shares of Common Stock, at prices ranging from $10.50 to $11.875 per
share, for an average price of approximately $11.00 per share. The
transactions were effected through a registered broker/dealer on the New York
Stock Exchange.
(d) Not applicable.
(e) As a result of the transactions described in Item 5(c) above,
Sattel ceased to be a beneficial owner of more than five percent of the
Common Stock on February 14, 1997.
Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
Item 7. MATERIAL TO BE FILED AS EXHIBITS.
<PAGE>
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, the
undersigned certifies that the information set forth in this statement is
true, complete and correct.
Dated: February 21, 1997 SATTEL TECHNOLOGIES, INC.
By: /s/ George M. Weischadle
Name: George M. Weischadle
Title: President
