HOWTEK INC
SC 13G/A, 1999-02-12
COMPUTER PERIPHERAL EQUIPMENT, NEC
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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   ----------

                                  SCHEDULE 13G
                                 (Rule 13d-102)

             INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
           TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED
                              PURSUANT TO 13d-2(b)
                              (Amendment No. 1)(1)


                                  HOWTEK, INC.
                                (Name of Issuer)


                                  COMMON STOCK
                         (Title of Class of Securities)


                                   443209 10 1
                                 (CUSIP Number)


                                December 31, 1998
             (Date of Event Which Requires Filing of this Statement)


Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:

         |_| Rule 13d-1(b)

         |X| Rule 13d-1(c)

         |_| Rule 13d-1(d)


- ----------
(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 ("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 5 Pages


<PAGE>




- -----------------------                                -------------------------
CUSIP No. 443209 10 1                 13G                      Page 2 of 5 Pages
- -----------------------                                -------------------------

- --------------------------------------------------------------------------------
1   NAME OF REPORTING PERSON
    I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
    Dr. Lawrence Howard
- --------------------------------------------------------------------------------
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                                         (a)|_|
                                                                         (b)|_|
- --------------------------------------------------------------------------------
3   SEC USE ONLY


- --------------------------------------------------------------------------------
4   CITIZENSHIP OR PLACE OF ORGANIZATION

    United States
- --------------------------------------------------------------------------------
    NUMBER OF SHARES                  5         SOLE VOTING POWER
      BENEFICIALLY                              826,962 as of 12/31/98
        OWNED BY                    --------------------------------------------
          EACH                        6         SHARED VOTING POWER             
         PERSON                                                                 
        REPORTING                               -0-                             
          WITH                      --------------------------------------------
                                      7         SOLE DISPOSITIVE POWER          
                                                826,962 as of 12/31/98          
                                    --------------------------------------------
                                      8         SHARED DISPOSITIVE POWER        
                                                                                
                                                -0-                             
- --------------------------------------------------------------------------------
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
    826,962 as of 12/31/98
- --------------------------------------------------------------------------------
10  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*


- --------------------------------------------------------------------------------
11  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

     7.6%
- --------------------------------------------------------------------------------
12  TYPE OF REPORTING PERSON

    IN
- --------------------------------------------------------------------------------
                      *SEE INSTRUCTION BEFORE FILLING OUT!

                                Page 2 of 5 Pages


444151.1

<PAGE>



Item 1(a).     Name of Issuer:

                    HOWTEK, INC.

Item 1(b).     Address of Issuer's Principal Executive Offices:

                    21 Park Avenue
                    Hudson, NH 03051

Item 2(a).     Name of Persons Filing:

                    This Amendment no. 1 to Schedule 13G is filed on behalf of
                    Dr. Lawrence Howard (the "Reporting Person").

Item 2(b).     Address of Principal Business Office or, if none, Residence:

                    c/o Hudson Partners, L.P.
                    660 Madison Avenue
                    14th Floor
                    New York, NY 10021

Item 2(c).     Citizenship:

                    The Reporting Person is a United States citizen.

Item 2(d).     Title of Class of Securities:

                    Common Stock

Item 2(e).     CUSIP Number:

                    443209 10 1

Item 3.        Type of Reporting Person:

                    (a) - (j): Not Applicable 

                    This statement is being filed pursuant to Rule 13d-1(c).

Item 4.        Ownership:

                    (a)  Amount Beneficially Owned:

                         The Reporting Person beneficially owned 826,962 shares
                         of Common Stock as of December 31, 1998, which amount
                         included (i) 809,462 shares owned directly (of which
                         100,000 shares were issuable upon conversion of a
                         $100,000 principal amount debt instrument of the Issuer
                         the Reporting Person converted on December 31, 1998),
                         (ii) 8,500 shares owned by Kathryn Howard, a minor
                         child of the Reporting Person; (iii) 8,500 shares owned
                         by Genna


                                Page 3 of 5 Pages


<PAGE>



                         Howard, a minor child of the Reporting Person; and (iv)
                         500 shares owned by Benjamin Howard, a minor child of
                         the Reporting Person. The Reporting Person is deemed
                         the beneficial owner of the 17,500 shares identified in
                         (ii), (iii) and (iv) above by reason of his
                         relationship as the custodian of the shares owned of
                         record by Kathryn Howard, Genna Howard and Benjamin
                         Howard.

                    (b)  Percent of Class:

                         7.6% beneficially owned by the Reporting Person based
                         upon 10,928,082 shares of Common Stock outstanding on
                         December 31, 1998 (which amount includes 10,828,082
                         shares actually issued and 100,000 shares which the
                         Reporting Person was entitled to receive from the
                         Issuer on December 31, 1998 as a result of his
                         conversion on such date of a $100,000 principal amount
                         debt instrument of the Issuer).

                    (c)  Number of shares as to which the  Reporting  Person has
                         (as of December 31, 1998):

                         (i)  sole power to vote or to direct the vote:

                                            826,962

                         (ii)  shared power to vote or to direct the vote:

                                            -0-

                         (iii) sole power to dispose or to direct the
                               disposition of:

                                            826,962

                         (iv)  shared power to dispose or to direct the
                               disposition of:

                                            -0-

Items 5-9.          Not Applicable

Item 10.            By signing below the undersigned certifies that, to the best
                    of his knowledge and belief, the securities referred to
                    above were not acquired and are not held for the purpose of
                    or with effect to changing or influencing the control of the
                    issuer of such securities and were not


                                Page 4 of 5 Pages



<PAGE>


                    acquired and are not held in connection with or as a
                    participant in any transaction having that purpose 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.

Date: February 5, 1999



                                                   /s/ Dr. Lawrence Howard 
                                                   -------------------------
                                                      DR. LAWRENCE HOWARD
              









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