TRM COPY CENTERS CORP
SC 13G/A, 1997-03-06
PERSONAL SERVICES
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     THIS DOCUMENT IS A CONFIRMING COPY OF THE SCHEDULE 13G/A FILED ON
   FEBRUARY 13, 1997 PURSUANT TO A RULE 201 TEMPORARY HARDSHIP EXEMPTION


                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                  SCHEDULE 13G


                    Under the Securities Exchange Act of 1934
                               (Amendment No. 1)*


                          TRM COPY CENTERS CORPORATION
- --------------------------------------------------------------------------------
                                (Name of Issuer)


                                  COMMON STOCK
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)


                                   872636 10 5
                         ------------------------------
                                 (CUSIP Number)



Check the following box if a fee is being paid with this statement [ ]. (A fee
is not required only if the filing 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.)

*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).

                                Page 1 of 6 pages
<PAGE>
                                  SCHEDULE 13G
                                  ------------

CUSIP No. 872636 10 5                                          Page 2 of 6 Pages
          -----------

 1)   NAME OF REPORTING PERSON
      S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

      Edwin S. Chan
      --------------------------------------------------------------------------

 2)   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                                 (a)   [   ] 
      N/A                                                        (b)   [   ] 

 3)   SEC USE ONLY _____________________________________________________________


 4)   CITIZENSHIP OR PLACE OF ORGANIZATION

      U. S. Citizen
      --------------------------------------------------------------------------

                          5)  SOLE VOTING POWER 

      NUMBER OF               586,718
                              --------------------------------------------------
      SHARES
                          6)  SHARED VOTING POWER
      BENEFICIALLY
                              N/A
      OWNED BY                --------------------------------------------------

      EACH                7)  SOLE DISPOSITIVE POWER

      REPORTING               586,718
                              --------------------------------------------------
      PERSON
                          8)  SHARED DISPOSITIVE POWER
      WITH
                              N/A
                              --------------------------------------------------

 9)   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

      586,718
      --------------------------------------------------------------------------

10)   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN 
      SHARES*                                                          [   ] 

      N/A
      --------------------------------------------------------------------------

11)   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 

      8.4%
      --------------------------------------------------------------------------

12)   TYPE OF REPORTING PERSON* 

      IN
      --------------------------------------------------------------------------

                                Page 2 of 6 Pages
<PAGE>
                          INSTRUCTIONS FOR SCHEDULE 13G
                           Instructions for Cover Page

(1)      Names and Social Security Numbers of Reporting Persons -- Furnish the
         full legal name of each person for whom the report is filed--i.e., each
         person required to sign the schedule itself--including each member of a
         group. Do not include the name of a person required to be identified in
         the report but who is not a reporting person. Reporting persons are
         also requested to furnish their Social Security or I.R.S.
         identification numbers, although disclosure of such numbers is
         voluntary, not mandatory (see "SPECIAL INSTRUCTIONS FOR COMPLYING WITH
         SCHEDULE 13G," below).

(2)      If any of the shares beneficially owned by a reporting person are held
         as a member of a group and such membership is expressly affirmed,
         please check row 2(a). If the membership in a group is disclaimed or
         the reporting person describes a relationship with other persons but
         does not affirm the existence of a group, please check row 2(b) [unless
         a joint filing pursuant to Rule 13d-l(e)(1) in which case it may not be
         necessary to check row 2(b)].

(3)      The third row is for SEC internal use; please leave blank.

(4)      Citizenship or Place of Organization--Furnish citizenship if the named
         reporting person is a natural person. Otherwise, furnish place of
         organization.

(5)-(9), (11) Aggregate Amount Beneficially Owned By Each Reporting Person,
         Etc.--Rows (5) through (9) inclusive, and (11) are to be completed in
         accordance with the provisions of Item 4 of Schedule 13G. All
         percentages are to be rounded off to the nearest tenth (one place after
         decimal point).

(10)     Check if the aggregate amount reported as beneficially owned in row (9)
         does not include shares as to which beneficial ownership is disclaimed
         pursuant to Rule 13d-4 [17 CFR 240.13d-4] under the Securities Exchange
         Act of 1934.

(12)     Type of Reporting Person--Please classify each "reporting person"
         according to the following breakdown (see Item 3 of Schedule 13G) and
         place the appropriate symbol on the form:

                      Category                                    Symbol
              Broker Dealer                                         BD
              Bank                                                  BK
              Insurance Company                                     IC
              Investment Company                                    IV
              Investment Adviser                                    IA
              Employee Benefit Plan, Pension Fund,
                   or Endowment Fund                                EP
              Parent Holding Company                                HC
              Corporation                                           CO
              Partnership                                           PN
              Individual                                            IN
              Other                                                 OO

Notes:
         Attach as many copies of the second part of the cover page as are
         needed, one reporting person per page. Filing persons may, in order to
         avoid unnecessary duplication, answer items on the schedules (Schedule
         13D, 13G or 14D-1) by appropriate cross references to an item or items
         on the cover page(s). This approach may only be used where the cover
         page item or items provide all the disclosure required by the schedule
         item. Moreover, such a use of a cover page item will result in the item
         becoming a part of the schedule and accordingly being considered as
         "filed" for purposes of Section 18 of the Securities Exchange Act or
         otherwise subject to the liabilities of that section of the Act.
         Reporting persons may comply with their cover page filing requirements
         by filing either completed copies of the blank forms available from the
         Commission, printed or typed facsimiles, or computer printed
         facsimiles, provided the documents filed have identical formats to the
         forms prescribed in the Commission's regulations and meet existing
         Securities Exchange Act rules as to such matters as clarity and size
         (Securities Exchange Act Rule 12b-12).

              SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 13G

Under Sections 13(d), 13(g), and 23 of the Securities Exchange Act of 1934 and
the rules and regulations thereunder, the Commission is authorized to solicit
the information required to be supplied by this schedule by certain security
holders of certain issuers. Disclosure of the information specified in this
schedule is mandatory, except for Social Security or I.R.S. identification
numbers, disclosure of which is voluntary. The information be used for the
primary purpose of determining and disclosing the holdings of certain beneficial
owners of certain equity securities. This statement will be made a matter of
public record. Therefore, any information given will be available for inspection
by any member of the public.


                                Page 3 of 6 pages
<PAGE>
Because of the public nature of the information, the Commission can utilize it
for a variety of purposes, including referral to other governmental authorities
or securities self-regulatory organizations for investigatory purposes or in
connection with litigation involving the Federal securities laws or other civil,
criminal or regulatory statutes or provisions. Social Security or I.R.S.
identification numbers, if furnished, will assist the Commission in identifying
security holders and, therefore, in promptly processing statements of beneficial
ownership of securities. Failure to disclose the information requested by this
schedule, except for Social Security or I.R.S. identification numbers, may
result in civil or criminal action against the persons involved for violation of
the Federal securities laws and rules promulgated thereunder.

                              GENERAL INSTRUCTIONS

A.   Statements containing the information required by this schedule shall be
     filed not later than February 14 following the calendar year covered by the
     statement or within the time specified in Rule 13d-l(b)(2), if applicable.

B.   Information contained in a form which is required to be filed by rules
     under section 13(f) (15 U.S.C. 78m(f)) for the same calendar year as that
     covered by a statement on this schedule may be incorporated by reference in
     response to any of the items of this schedule. If such information is
     incorporated by reference in this schedule, copies of the relevant pages of
     such form shall be filed as an exhibit to this schedule.

C.   The item numbers and captions of the items shall be included but the text
     of the items is to be omitted. The answers to the items shall be so
     prepared as to indicate clearly the coverage of the items without referring
     to the text of the items. Answer every item.
     If an item is inapplicable or the answer is in the negative, so state.

Item 1.

(a)  Name of Issuer
(b)  Address of Issuer's Principal Executive Offices

Item 2.

(a)  Name of Person Filing
(b)  Address of Principal Business Office or, if none, Residence
(c)  Citizenship
(d)  Title of Class of Securities
(e)  CUSIP Number

Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), check
whether the person filing is a:

(a) [ ]  Broker or Dealer registered under Section 15 of the Act
(b) [ ]  Bank as defined in section 3(a)(6) of the Act
(c) [ ]  Insurance Company as defined in section 3(a)(19) of the act
(d) [ ]  Investment Company registered under section 8 of the Investment
         Company Act
(e) [ ]  Investment Adviser registered under section 203 of the Investment
         Advisers Act of 1940
(f) [ ]  Employee Benefit Plan, Pension Fund which is subject to the provisions
         of the Employee Retirement Income Security Act of 1974 or Endowment
         Fund; see ss.240.13d-l(b)(1)(ii)(F)
(g) [ ]  Parent Holding Company, in accordance with ss.240.13d-l(b)(ii)(G)
         (Note: See Item 7)
(h) [ ]  Group, in accordance with ss.240.13d-l(b)(1)(ii)(H)

Item 4.  Ownership

If the percent of the class owned, as of December 31 of the year covered by the
statement, or as of the last day of any month described in Rule 13d-l(b)(2), if
applicable, exceeds five percent, provide the following information as of that
date and identify those shares which there is a right to acquire.
(a)  Amount Beneficially Owned
(b)  Percent of Class


                                Page 4 of 6 pages
<PAGE>
(c)  Number of shares as to which such person has:
        (i)   sole power to vote or to direct the vote
       (ii)   shared power to vote or to direct the vote
      (iii)   sole power to dispose or to direct the disposition of
       (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  Rule 13d-3(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), 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 Rule 13d-1(b)(ii)(H), so
indicate under Item 3(h) 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 Rule 13d-1(c), attach an exhibit statithe identity of each member of
the group.

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

     The following certification shall be included if the statement is filed
pursuant to Rule 13d-1(b):

     By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired in the ordinary course of
business and were not acquired for the purpose of and do not have the effect of
changing or influencing the control of the issuer of such securities and were
not acquired in connection with or as a participant in any transaction having
such purposes 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.

                                                   February 11, 1997
                                         ---------------------------------------
                                                          Date

                                                     EDWIN S. CHAN
                                         ---------------------------------------
                                                       Signature

                                               Edwin S. Chan/Vice Chairman
                                         ---------------------------------------
                                                       Name/Title


                                Page 5 of 6 pages
<PAGE>
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:  Six copies of this statement, including all exhibits, should be filed
with the Commission.

Attention: Intentional misstatements or omissions of fact constitute Federal
criminal violations (See 18 U.S.C. 1001)


                                Page 6 of 6 pages


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