SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)
CopyTele, Inc.
(Name of Issuer)
Common Stock, $.01 par value 217721 10 9
(Title of class of securities) (CUSIP number)
Anne Rotondo, Corporate Secretary, CopyTele,
Inc.
900 Walt Whitman Road, Huntington Station, NY
11746
(516) 549-5900
(Name, address and telephone number of person
authorized to receive notices and
communications)
June 7, 1999
(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 Sections 240.13d-1(e), 240.13d-1(f)
or 240.13d-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
Section 240.13d-7(b) 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>
CUSIP No. 217721 10 9 13D Page 2
1 NAME OF REPORTING PERSON: Frank J. DiSanto
SS or IRS IDENTIFICATION NO. OF ABOVE PERSON: SS# ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A
GROUP: (a) [___] (b) [___]
3 SEC USE ONLY
4 SOURCE OF FUNDS: 00 SEE ITEM 3
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) OR 2(e): [____]
6 CITIZENSHIP OR PLACE OF ORGANIZATION: USA
NUMBER OF SHARES 7 SOLE VOTING POWER: 5,909,695<F1>
BENEFICIALLY OWNED 8 SHARED VOTING POWER: NONE
BY EACH REPORTING 9 SOLE DISPOSITIVE POWER: 5,909,695<F1>
PERSON WITH 10 SHARED DISPOSITIVE POWER: NONE
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON:
5,909,695<F1>
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES: SEE ITEM 5 [X]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 9.6%
14 TYPE OF REPORTING PERSON: IN
<F1>Includes 2,750,180 shares which Mr. DiSanto
has the right to acquire upon exercise of
options granted pursuant to the Issuer's 1993
Stock Option Plan.
<PAGE>
This Statement amends and restates in part the
Statement on Schedule 13D previously filed with
the Securities and Exchange Commission on April
19, 1996 by Frank J. DiSanto, regarding his
beneficial ownership of common stock, $.01 par
value ("Common Stock"), of CopyTele, Inc., a
Delaware corporation (the "Corporation"), as
previously amended by Amendments No. 1, 2 and
3.
ITEM 1. SECURITY AND ISSUER.
This Statement relates to the Common Stock.
The address of the principal executive office
of the Corporation is 900 Walt Whitman Road,
Huntington Station, New York 11746.
ITEM 2. IDENTIFY AND BACKGROUND.
(a)-(c) This Statement is filed by Frank J.
DiSanto, whose business address is CopyTele,
Inc., 900 Walt Whitman Road, Huntington
Station, New York 11746. Mr. DiSanto is the
President and a Director of the corporation,
which is located at the address stated in Item
1. The Corporation is a development stage
enterprise. It's principal business activity is
the development, production and marketing of a
telephone based multi-functional
telecommunications product; the development of
a hardware based peripheral digital encryption
device; the development of a peripheral product
designed to provide simultaneous voice and
handwriting, Internet e-mail, and Caller ID;
and the operation of Shanghai CopyTele
Electronics Co., Ltd., a joint venture based in
Shanghai, China, in which the Corporation has a
55 percent ownership interest. The Corporation
is also continuing its research and development
activities for additional ultra-high resolution
flat panel displays, including video and color
displays, and coated particles that could
potentially be used by manufacturers of toners
and pigments.
(d)-(e) During the last five years, Mr. DiSanto
(i) has not been convicted in a criminal
proceeding (excluding traffic violations or
similar misdemeanors) and (ii) was not a party
to a civil proceeding of a judicial or
administrative body of competent jurisdiction
as a result of which he was or is subject to a
judgment, decree or final order enjoining
future violations of, or prohibiting or
mandating activities subject to, federal or
state securities laws or finding any violations
with respect to such laws.
(f) Mr. DiSanto is a citizen of the United
States.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER
CONSIDERATION.
From April 20, 1996 through and including June
12, 1996, Mr. DiSanto purchased, for an
aggregate of $1,073,751, an aggregate of
280,000 shares of Common Stock from the
Corporation pursuant to the exercise of options
granted to Mr. DiSanto on February 14, 1994 and
May 3, 1995 under the corporation's 1993 Stock
Option Plan. After a 2:1 stock split, from
June 13, 1996 through and including March 13,
1997, Mr. DiSanto purchased, for an aggregate
of $1,172,941 an aggregate of 302,500 shares of
Common Stock from the Corporation pursuant to
the exercise of options granted to Mr. DiSanto
on January 4, 1995, May 3, 1995 and March 21,
1996 under the Corporation's 1993 Stock Option
Plan. The funds for the purchase of such shares
(which previously were reported as being
beneficially owned) were from the proceeds of
sales of an equivalent number of shares
pursuant to a Registration Statement on Form S-
8 under the Securities Act of 1933, as amended
($2,246,692 of which were borrowed by Mr.
DiSanto, pending settlement of the trades, from
Dean Witter Reynolds, Inc., the broker
effecting the sales, pursuant to margin loans
having customary terms). See Item 5.
ITEM 4. PURPOSE OF TRANSACTION.
Mr. DiSanto has acquired the shares of Common
Stock in order to provide capital to the
Corporation and maintain his equity position.
Depending on the price and availability of
shares of Common Stock, future developments at
the Corporation, other investment and business
opportunities available to Mr. DiSanto, and
general economic conditions, Mr. DiSanto may
determine to purchase, in the open market, in
privately negotiated transactions, or
otherwise, additional shares of Common Stock.
Depending on such factors, Mr. DiSanto may also
determine to sell in the open market, in
privately negotiated transactions, or
otherwise, all or a part of this shares of
Common Stock.
Beginning on October 28, 1997 through June 7,
1999, Mr. DiSanto has disposed of 1,386,265
shares of the Corporation's Common Stock by
gift to charities. Mr. DiSanto may continue to
give periodic gifts of the Corporation's Common
Stock to charity.
Except as set forth above, Mr. DiSanto has no
current plans or intentions, which would result
in or relate to any of the transactions
described in subparagraphs (a) through (j) of
Item 4 of Schedule 13D.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) As of the date of this Statement, Mr.
DiSanto beneficially owns an aggregate of
5,909,695 shares of Common Stock, representing
9.6% of the outstanding shares of Common Stock,
including 2,750,180 shares of Common Stock
subject to options granted under the
Corporation's 1993 Stock Option Plans, but not
including 50,000 shares of Common Stock subject
to options granted to Mr. DiSanto under the
Corporation's 1993 Stock Option Plan which are
not exercisable within 60 days.
(b) Mr. DiSanto has the sole power to vote,
direct the voting of, dispose of and direct the
disposition of, such shares of Common Stock.
(c) Between April 20, 1996 and June 7, 1999,
Mr. DiSanto purchased an aggregate of 582,500
shares of Common Stock and disposed of an
aggregate of 1,968,765 shares of Common Stock,
as further described in Item 3 above and in
Schedule A attached hereto.
Except for the acquisition and disposition of
shares of Common Stock described herein and in
Schedule A attached hereto, Mr.DiSanto has not
effected any transactions in shares of Common
Stock during the 60 days preceding the date of
this Statement.
(d) No other person has the right to receive or
the power to direct the receipt of dividends
from, or the proceeds from the sale of shares
of Common Stock beneficially owned by Mr.
DiSanto.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENT, UNDERSTANDINGS
OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF
THE ISSUER.
Two million shares of the Corporation's Common
Stock owned by Mr. DiSanto have been pledged by
Mr. DiSanto to Comerica Bank as collateral for
a mortgage loan.
ITEM 7. MATERIALS TO BE FILED AS EXHIBITS.
None.
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.
Dated: June 16, 1999
//Frank J. DiSanto//
<PAGE>
SCHEDULE A
The details of transactions effected in the
Corporation's Common Stock by Mr. DiSanto since
filing of Amendment No. 3 to his Schedule 13D
on April 19, 1996, are set forth below. Except
as otherwise indicated, all sales were effected
on the NASDAQ-National Market and the Price Per
Share excludes broker's commissions, and all
purchases were effected through the exercise of
options in accordance with the Corporation's
1993 Stock Option Plan.
<TABLE>
<CAPTION>
Date of # of Shares Price
Transaction Purchased/(Sold) Per Share
<S> <C> <C>
4/23/96 20,000 3.3125
4/23/96 (20,000) 4.9375
4/26/96 40,000 3.3125
4/26/96 (40,000) 5.1875
4/29/96 40,000 3.3125
4/29/96 (40,000) 5.3750
4/30/96 20,000 3.3125
4/30/96 (20,000) 5.7500
4/30/96 15,000 3.3125
4/30/96 (15,000) 5.4375
4/30/96 5,000 3.3125
4/30/96 (5,000) 5.5000
5/1/96 20,000 3.3125
5/1/96 (20,000) 6.5000
5/1/96 20,000 3.3125
5/1/96 (20,000) 6.8750
5/9/96 20,000 3.3125
5/9/96 (20,000) 6.5625
5/23/96 20,000 3.3125
5/23/96 (20,000) 6.8125
5/31/96 20,000 5.7500
5/31/96 (20,000) 9.3125
6/4/96 20,000 5.7500
6/4/96 (20,000) 9.6875
6/12/96 20,000 5.7500
6/12/96 (20,000) 9.8125
8/28/96 5,000 3.3125
8/28/96 (5,000) 6.2500
8/30/96 15,000 3.3125
8/30/96 (15,000) 6.2500
8/30/96 20,000 3.1325
8/30/96 (20,000) 6.500
9/4/96 20,000 3.3125
9/4/96 (20,000) 6.6250
9/11/96 5,000 3.3125
9/11/96 (5,000) 6.7500
9/12/96 15,000 3.3125
9/12/96 (15,000) 6.6250
9/17/96 12,500 3.3125
9/17/96 (12,500) 6.7500
9/23/96 20,000 3.3125
9/23/96 (20,000) 6.7500
10/2/96 12,000 3.3125
10/2/96 (12,000) 7.250
10/2/96 8,000 3.3125
10/2/96 (8,000) 7.3750
10/16/96 20,000 3.3125
10/16/96 (20,000) 6.8750
10/24/96 7,500 3.3125
10/24/96 (7,500) 7.000
10/24/96 10,980 3.369
10/24/96 (10,980) 7.000
10/24/96 1,520 3.369
10/24/96 (1,520) 7.000
10/25/96 2,820 4.8125
10/25/96 (2,820) 7.1250
10/25/96 17,180 3.3690
10/25/96 (17,180) 7.1250
10/28/96 10,000 4.8125
10/28/96 (10,000) 7.3750
10/29/96 20,000 4.8125
10/29/96 (20,000) 7.3750
2/12/97 20,000 4.8125
2/12/97 (20,000) 6.7500
2/18/97 20,000 4.8125
2/18/97 (20,000) 6.8750
2/19/97 10,000 4.8125
2/19/97 (10,000) 6.8750
3/12/97 5,000 4.8125
3/12/97 (5,000) 6.7500
3/13/97 25,000 4.8125
3/13/97 (25,000) 6.750
10/28/97 (50,000) Gift
12/18/97 (100,000) Gift
2/19/97 (100,000) Gift
6/18/98 (100,000) Gift
9/2/98 (50,000) Gift
9/14/98 (400,000) Gift
12/2/98 (100,000) Gift
12/16/98 (156,625) Gift
5/14/98 (329,640) Gift
</TABLE>
