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 RULE 13d-2(b)
(Amendment No. 1)1
PMC INTERNATIONAL, INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
693437402
(CUSIP Number)
12/24/98
(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)
1The 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.)
[Continued on the following page(s)]
Page 1 of 10 Pages
CUSIP No. 693437402 13G Page 2 of 10 Pages
- ----------------------------------------------------------------
1. NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Bay Pond Partners L.P.
04-3217743
- ----------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF THE MEMBER OF A GROUP*
(a)[ ]
(b)[ ]
- ----------------------------------------------------------------
3. SEC USE ONLY
- ----------------------------------------------------------------
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Massachusetts
- ----------------------------------------------------------------
5. SOLE VOTING POWER
0
NUMBER OF -----------------------------
SHARES 6. SHARED VOTING POWER
BENEFICIALLY
OWNED BY 0
EACH -----------------------------
REPORTING 7. SOLE DISPOTIVE POWER
PERSON
WITH 0
-----------------------------
8. SHARED DISPOTIVE POWER
0
- ---------------------------------------------------------------
9. AGGREGATE AMOUNT BENEFICIALLY OWNER BY EACH REPORTING PERSON
0
- ----------------------------------------------------------------
10. CHECK BOX IF AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
- ----------------------------------------------------------------
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.00%
- ----------------------------------------------------------------
12. TYPE OF REPORTING PERSON
PN
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 RULE 13d-2(b)
(Amendment No. 1)1
PMC INTERNATIONAL, INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
693437402
(CUSIP Number)
12/24/98
(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)
1The 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.)
[Continued on the following page(s)]
Page 3 of 10 Pages
CUSIP No. 693437402 13G Page 4 of 10 Pages
- ----------------------------------------------------------------
1. NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Wellington Hedge Management, Inc.
04-3215281
- ----------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF THE MEMBER OF A GROUP*
(a)[ ]
(b)[ ]
- ----------------------------------------------------------------
3. SEC USE ONLY
- ----------------------------------------------------------------
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Massachusetts
- ----------------------------------------------------------------
5. SOLE VOTING POWER
0
NUMBER OF -----------------------------
SHARES 6. SHARED VOTING POWER
BENEFICIALLY
OWNED BY 0
EACH -----------------------------
REPORTING 7. SOLE DISPOTIVE POWER
PERSON
WITH 0
-----------------------------
8. SHARED DISPOTIVE POWER
0
- ---------------------------------------------------------------
9. AGGREGATE AMOUNT BENEFICIALLY OWNER BY EACH REPORTING PERSON
0
- ----------------------------------------------------------------
10. CHECK BOX IF AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
- ----------------------------------------------------------------
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.00%
- ----------------------------------------------------------------
12. TYPE OF REPORTING PERSON
CO
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 RULE 13d-2(b)
(Amendment No. 1)1
PMC INTERNATIONAL, INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
693437402
(CUSIP Number)
12/24/98
(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)
1The 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.)
[Continued on the following page(s)]
Page 5 of 10 Pages
CUSIP No. 693437402 13G Page 6 of 10 Pages
- ----------------------------------------------------------------
1. NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Wellington Hedge Management LLC
04-3215301
- ----------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF THE MEMBER OF A GROUP*
(a)[ ]
(b)[ ]
- ----------------------------------------------------------------
3. SEC USE ONLY
- ----------------------------------------------------------------
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Massachusetts
- ----------------------------------------------------------------
5. SOLE VOTING POWER
0
NUMBER OF -----------------------------
SHARES 6. SHARED VOTING POWER
BENEFICIALLY
OWNED BY 0
EACH -----------------------------
REPORTING 7. SOLE DISPOTIVE POWER
PERSON
WITH 0
-----------------------------
8. SHARED DISPOTIVE POWER
0
- ---------------------------------------------------------------
9. AGGREGATE AMOUNT BENEFICIALLY OWNER BY EACH REPORTING PERSON
0
- ----------------------------------------------------------------
10. CHECK BOX IF AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
- ----------------------------------------------------------------
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.00%
- ----------------------------------------------------------------
12. TYPE OF REPORTING PERSON
CO
CUSIP No. 693437402 13G Page 7 of 10 Pages
Item 1(a). Name of Issuer:
PMC INTERNATIONAL, INC.
Item 1(b). Address of Issuer's Principal Executive Offices:
555 17th Street, 14th Floor
Denver CO 80202
Item 2(a). Name of Person Filing:
This schedule is filed on behalf of
Bay Pond Partners L.P. (``Bay Pond``), a Delaware limited
partnership,Wellington Hedge Management LLC, (``WHML``)
a Massachusetts limited liability company which is the
sole general partner of Bay Pond, and
Wellington Hedge Management, Inc. (``WHMI``), a
Massachusetts Corporation which is the managing
member of WHML.
Item 2(b). Address of Principal Business Office or, if ,
Residence:
75 State Street
Boston, Massachusetts 02109
Item 2(c). Citizenship:
Massachusetts
Item 2(d). Title of Class of Securities:
COMMON STOCK
Item 2(e). CUSIP Number:
693437402
Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or
13d-2(b) or (c), 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.
CUSIP No. 693437402 13G Page 8 of 10
Pages
(d) [ ] Investment company registered under Section 8 of the
Investment Company Act.
(e) [ ] An investment adviser in accordance with Rule 13d
1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance
with Rule 13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in
accordance with Rule 13d-1(b)(1)(ii)(G);
(h) [ ] A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act;
(i) [ ] A church plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the
Investment Company Act;
(j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c),
check this box [ X ]
Item 4. Ownership.
Provide the following information regarding the aggregate
number and percentage of the class of securities of the issuer
identified in Item 1.
(a) Amount beneficially owned:
Bay Pond, WHML and WHMI
each beneficially own 0 shares
of the Common Stock of the Issuer.
(b) Percent of class: 0.00%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote 0
(ii) Shared power to vote or to direct
the vote 0
(iii) Sole power to dispose or to direct
the disposition of 0
(iv) Shared power to dispose or to direct
the disposition of 0
CUSIP No. 693437402 13G Page 9 of 10 Pages
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 [X].
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
Bay Pond, WHML and WHMI each have the right to
receive, or the power to direct the receipt of, dividends
from, or the proceeds from the sale of, such securities. No
other person is known to have such right or power with
respect to more than five percent of this class of
securities, except as follows:
Not Applicable
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding
Company.
Not Applicable.
Item 8. Identification and Classification of Members of the Group.
Not Applicable. This schedule is not being filed pursuant to
Rule 13d-1(b)(1)(ii)(J) or Rule 13d-1(d).
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certification.
(b) The following certification shall be included if the
statement is filed pursuant to Rule 13d-1(c):
"By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above
were not acquired and are not held for the purpose
of or with the effect of changing or influencing
CUSIP No. 693437402 13G Page 10 of 10
Pages
the control of the issuer of the securities and were
not 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.
Bay Pond Partners L.P.
By: Wellington Hedge Management LLC
Its General Partner
By: Wellington Hedge Management, Inc.
Its Managing Member
By: --//Sara Lou Sherman//--
Name: Sara Lou Sherman
Title: Vice President
Date: December 28, 1998
