SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. 1)
Arrow Magnolia International Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
042768101
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(CUSIP Number)
Morris Swift
2646 Rodney Lane, Dallas, Texas 75299 (972) 247-7111
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
September 30, 1999
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(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 that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box |_|.
Note. Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits. See Rule
13d-7(b) for other parties to whom copies are to be sent.
(Continued on following pages)
(Page 1 of 2 Pages)
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(1) 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 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>
CUSIP No. 042768 10 1 SCHEDULE 13D Page 2 of 2 Pages
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1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Shoreline Micro-Cap Fund I, L.P.
36-4267056
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |x|
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
WC
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) or 2(e) |_|
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
222 West Adams Street, Chicago, Illinois 60606-5307
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7 SOLE VOTING POWER
199,700
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NUMBER OF 8 SHARED VOTING POWER
SHARES
BENEFICIALLY
OWNED BY --------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON 199,700
WITH --------------------------------------------------------
10 SHARED DISPOSITIVE POWER
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
199,700
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* |_|
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.1%
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14 TYPE OF REPORTING PERSON*
IV
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Item 1. Security and Issuer
This statement relates to common stock of Arrow Magnolia International
Inc. (the "Company"). The principal executive offices of the Company are located
at 2646 Rodney Lane, Dallas, Texas 75299.
Item 2. Identity and Background
(a) This Schedule 13D is filed on behalf of Shoreline Micro-Cap Fund I, L.P.,
an Illinois limited partnership (the "Fund").
(b) The business address of the Fund is as follows:
Shoreline Micro-Cap Fund I, L.P.
c/o William Blair & Company, L.L.C.
222 West Adams Street
Chicago, Illinois 60606
(c) The Fund was formed for the purposes of making investments in micro-cap
companies.
(d) None of the limited partners or general partner of the Fund has, during
the last five years, been convicted in a criminal proceeding (excluding
traffic violations or similar misdemeanors).
(e) None of the limited partners or general partner has, during the last five
years, been a party to any civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of which
such person was or is subject to a judgment, decree, or final order
enjoining future violations of, or prohibiting or mandating activities
with respect to, federal or state securities laws or a finding of any
violations with respect to such laws.
(f) Not applicable.
Item 3. Source and Amount of Funds or Other Considerations
The funds for the acquisition of the additional purchase of common stock
of the Company consisted of working capital invested in the Fund by its limited
partners and general partner. The amount of the transactions that are the
subject of this amendment as approximately $103,585.50.
Item 4. Purpose of Transaction
The common stock of the Company was purchased by the Fund for investment
only. Therefore, the plans of the Fund with respect to the common stock of the
Company do not relate to and would not result in any of the items enumerated in
(a)-(j) of Item 4.
<PAGE>
Item 5. Interest in Securities of the Issuer
(a) As of October 7, 1999, the Fund owns 199,700 shares of the common stock of
the Company, which equals 6.1% of the outstanding shares of the common
stock of the Company.
(b) The Fund owns 199,700 shares of the common stock of the Company over which
the Fund has the sole power to vote or to direct the vote and sole power
to dispose or to direct the disposition of such shares.
(c) The Fund has effected the following purchases of the common stock of the
Company (totaling 34,700 shares) since the filing of the original Schedule
13D on August 5, 1999:
9/30/99 5,000 shares at $3.50 per share
9/17/99 800 shares at $3.50 per share
9/10/99 1,200 shares at $3.50 per share
9/8/99 1,000 shares at $3.50 per share
8/6/99 26,700 shares at $3.38 per share
The transactions were all effected through the Fund's brokerage account at
William Blair & Company, L.L.C.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer
No contracts, arrangements, understandings or relationships (legal or
otherwise) exist among the Fund and any other person or persons with respect to
the securities of the issuer.
Item 7. Material to Be Filed as Exhibits
No material is being filed as exhibits.
<PAGE>
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: October 7, 1999 Signature: /s/ Richard P. Kiphart
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Title: General Partner
