<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-----------------------------
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)
BOSTON TECHNOLOGY, INC.
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(Name of Issuer)
Common Stock, Par Value $.001 Per Share
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(Title of Class of Securities)
457472 10 8
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(CUSIP Number)
Rafael Robles Miaja, Esq.
Franck, Galicia, Duclaud, y Robles S.C.
Torre Optima
Avenida de las Palmas No. 405 - piso 3
Col. Lomas de Chapultepec
11000 Mexico D.F.
Telephone: 011-52-5-540-9200
Copy to:
Alfred J. Ross, Jr., Esq.
Shearman & Sterling
599 Lexington Avenue
New York, New York 10022-6069
Telephone: (212) 848-7058
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(Name, Address and Telephone Number of Persons
Authorized to Receive Notices and Communications)
December 13, l996
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(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 [ ].
Check the following box if a fee is being paid with this statement [ ].
(Continued on following pages)
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CUSIP 457472 10 8 Page 2 of 8 Pages
----------------- --- ---
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
1
Orient Star Holdings
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)
(b)
2
SEC USE ONLY
3
SOURCE OF FUNDS
4
WC
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(E)
5
CITIZENSHIP OR PLACE OF ORGANIZATION
6 Cayman Islands
SOLE VOTING POWER
7
SHARED VOTING POWER
NUMBER OF SHARES 8
1,042,700
BENEFICIALLY OWNED
SOLE DISPOSITIVE POWER
9
BY EACH REPORTING
SHARED DISPOSITIVE POWER
10
1,042,700
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
1,042,700
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
12
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
4.11%
TYPE OF REPORTING PERSON
14
CO
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CUSIP 457472 10 8 Page 3 of 8 Pages
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NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
1
Carso Global Telecom, S.A. de C.V.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)
(b)
2
SEC USE ONLY
3
SOURCE OF FUNDS
4
WC
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(E)
5
CITIZENSHIP OR PLACE OF ORGANIZATION
6 Mexico
SOLE VOTING POWER
7
SHARED VOTING POWER
NUMBER OF SHARES 8
1,042,700
BENEFICIALLY OWNED
SOLE DISPOSITIVE POWER
9
BY EACH REPORTING
SHARED DISPOSITIVE POWER
10
1,042,700
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
1,042,700
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
12
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
4.11%
TYPE OF REPORTING PERSON
14
HC
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Item 1. Security and Issuer.
This Amendment No. 3 amends the Schedule 13D filed with the
Securities and Exchange Commission on July 31, 1996, as amended by Amendment
No. 1 on August 30, 1996 and Amendment No. 2 on December 2, 1996, by Orient
Star Holdings ("Orient Star") and Carso Global Telecom, S.A. de C.V. ("CGT"),
and is filed to reflect information required by Rule 13d-2 under the
Securities Exchange Act of 1934, as amended, with respect to the common
stock, par value $.001 per share (the "Common Stock"), of Boston Technology,
Inc. (the "Issuer"). The Issuer is a corporation organized under the laws of
the state of Delaware, and has its principal executive offices located at 100
Quannapowitt Parkway, Wakefield, Massachusetts, 01880.
Item 3. Source and Amount of Funds or Other Consideration.
Item 3 is amended to read in its entirety as follows:
"As a result of the transactions listed in Schedule C, and as of the
date hereof, Orient Star is the direct beneficial owner of 1,042,700 shares
of Common Stock (the "Shares"). The aggregate purchase price of the Shares
was $14,587,373.
"The source of funds for the purchases of the Shares made by Orient
Star was working capital."
Item 5. Interest in Securities of the Issuer.
Item 5 is amended as follows:
(a) All references to "6.04%" are deleted and replaced in each
instance by "4.11%".
(b) All references to "1,530,200 shares" are deleted and replaced in
each instance by "1,042,700 shares".
<PAGE>
Signature
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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: December 16, 1996 ORIENT STAR HOLDINGS
By /s/ Patrick Slim Domit
--------------------------------------------
Name: Patrick Slim Domit
Title: Director
<PAGE>
Signature
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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: December 16, 1996 CARSO GLOBAL TELECOM, S.A. DE C.V.
By /s/ Eduardo Valdes Acra
--------------------------------------------
Name: Eduardo Valdes Acra
Title: Director
<PAGE>
Schedule C
DATE OF PURCHASE OR SALE NUMBER OF SHARES NET PRICE PER SHARE
- ------------------------ ---------------- -------------------
June 4, 1996 2,500 $17.7500
June 7, 1996 5,000 17.3750
June 21, 1996 30,000 16.5000
June 24, 1996 15,000 16.3750
June 25, 1996 10,000 16.5625
June 26, 1996 30,000 16.2000
June 27, 1996 13,000 16.3365
June 28, 1996 5,000 16.8750
July 1, 1996 10,000 16.9750
July 2, 1996 10,000 16.8750
July 3, 1996 30,000 17.1250
July 5, 1996 30,000 16.5625
July 8, 1996 28,000 16.4554
July 10, 1996 35,000 15.5357
July 22, 1996 50,000 14.0000
July 23, 1996 50,000 13.8600
July 24, 1996 80,000 13.3500
July 25, 1996 75,000 13.7500
July 26, 1996 30,000 13.7917
July 29, 1996 20,000 13.7500
July 30, 1996 40,000 13.6719
July 31, 1996 50,000 13.6500
August 1, 1996 65,000 14.0769
August 2, 1996 35,000 14.6836
August 7, 1996 10,000 15.5000
August 8, 1996 10,000 15.5000
August 9, 1996 15,000 15.4170
August 12, 1996 20,000 15.5000
August 14, 1996 20,000 15.0000
August 28, 1996 12,000 15.3750
August 29, 1996 20,000 15.3750
August 30, 1996 16,100 15.3750
September 5, 1996 26,100 14.7325
September 25, 1996 6,000 13.3750
October 17, 1996 -50,000 15.8875
October 18, 1996 -55,000 15.8750
November 5, 1996 -20,000 15.8750
November 14, 1996 -20,000 18.7500
November 15, 1996 -45,000 18.7500
November 18, 1996 -100,000 16.8825
November 27, 1996 -5,000 19.6250
November 29, 1996 -60,000 19.7500
December 2, 1996 -37,500 19.5583
December 3, 1996 -10,000 19.3750
December 10, 1996 -20,000 18.9380
December 11, 1996 -75,000 18.7500
December 12, 1996 -95,000 20.2500
December 13, 1996 -250,000 22.9137
