SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
ADVANCED TOBACCO PRODUCTS, INC.
(Name of Issuer)
COMMON STOCK, $.01 par value
(Title of Class of Securities)
00755G 10 1
(CUSIP Number)
James E. Turner
18606 Heather Court
Homewood, Illinois 60430
(708) 798-7894
(Name, Address and Telephone Number of
Person Authorized to Receive Notices and Communications)
October 23, 1996
(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 [ ].
<PAGE>
CUSIP No. 00755G 10 1
1) Names of Reporting Persons, S.S. or I.R.S. Identification Nos.
of Above Persons
James E. Turner
2) Check the Appropriate Box if a Member of a Group (See
Instructions)
(a)
(b)
3) SEC Use Only
4) Source of Funds (See Instructions) PF
5) Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e) Not Applicable
6) Citizenship or Place of Organization United States
Number of Shares 7) Sole Voting Power 450,221
Beneficially Owned 8) Shared Voting Power -0-
by Each Reporting 9) Sole Dispositive Power 450,221
Person with 10) Shared Dispositive Power -0-
11) Aggregate Amount Beneficially Owned by Each Reporting Person
450,221
12) Check if the Aggregate Amount in Row (11) Excludes Certain
Shares (See Instructions) Not Applicable
13) Percent of Class Represented by Amount in Row (11) 5.56%
14) Type of Reporting Person (See Instructions) IN
<PAGE>
Item 1. Security and Issuer.
This statement relates to shares of common stock, par value
$.01 per share (the "Common Stock"), of Advanced Tobacco Products,
Inc., a Texas corporation ("ATPI"). The principal executive office
of ATPI is located at 16607 Blanco Road, Suite 1504, San Antonio,
Texas 78232.
Item 2. Identity and Background.
The person filing this statement is James E. Turner, a
Director of ATPI, a company engaged in the business of developing
smoking cessation products. Mr. Turner's business address is 18606
Heather Court, Homewood, Illinois 60430. Mr. Turner is a U. S.
citizen who has not, during the last five (5) years, been convicted
in a criminal proceeding (excluding traffic violations or similar
misdemeanors) or been a party to a civil proceeding of a judicial
or administrative body of competent jurisdiction which (i) resulted
in Mr. Turner being 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 (ii)
resulted in a finding of a violation with respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration.
The source of funds for Mr. Turner's acquisition of all Common
Stock in ATPI presently owned by Mr. Turner was Mr. Turner's
personal funds.
Item 4. Purpose of Transaction.
Personal investment by Mr. Turner through the exercise of
stock options under ATPI's employee and consultant Stock Option
Plan.
Mr. Turner is the beneficial and record owner of 450,221
shares of Common Stock of ATPI.
Mr. Turner's acquisition of the ATPI shares was not made
because Mr. Turner had, at the time of such acquisition, or now,
any plans or proposals which relate to or would result in:
(a) The acquisition by any person of additional securities
of, or the disposition of securities of, ATPI;
(b) An extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving ATPI or any of
its subsidiaries;
(c) A sale or transfer of a material amount of assets of ATPI
or any of its subsidiaries;
(d) Any change in the present board of directors or
management of ATPI, including any plans or proposals to
change the number or term of directors or to fill any
existing vacancies on the board;
(e) Any material change in the present capitalization or
dividend policy of ATPI;
(f) Any other material change in ATPI's business or corporate
structure;
(g) Changes in ATPI's charter, bylaws or instruments
corresponding thereto or other actions which may impede
the acquisition of control of ATPI by any person;
(h) Causing a class of securities of ATPI to be delisted from
a national securities exchange or to cease to be
authorized to be quoted in an inter-dealer quotation
system or a registered national securities association;
(i) A class of equity securities of ATPI becoming eligible
for termination of registration pursuant to Section
12(g)(4) of the Securities Exchange Act of 1934 (the
"Act"); or
(j) Any action similar to any of those enumerated above.
Mr. Turner may in the future take such actions in respect to
his various investments in ATPI as he deems appropriate in light of
circumstances existing from time to time.
Item 5. Interest in Securities of the Issuer.
(a) Mr. Turner is the beneficial owner of 450,221 shares of
Common Stock of ATPI. Such number of shares constitutes
approximately 5.56% of the outstanding shares of Common Stock of
stock calculated in accordance with Rule 13d-3(d)(1) promulgated
under the Act.
(b) Mr. Turner has sole voting and dispositive power with
respect to the shares of Common Stock owned by him.
(c) The acquisition of the Options described above in Item 4
was the only transaction effected by Mr. Turner in the Common Stock
during the sixty (60) days preceding such transaction or this
filing.
(d) Not Applicable.
(e) Not Applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer.
Not Applicable.
Item 7. Material 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.
JAMES E. TURNER
September 5, 1997 /s/ James E. Turner
(Date)
ABB0F069/JDF:MD;md
