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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 2)*
COLOROCS INFORMATION TECHNOLOGIES, INC.
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(Name of Issuer)
Common Stock, No Par Value
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(Title of Class of Securities)
196807 30 9
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(CUSIP Number)
Frank J. Hanna, Jr., Route 1 Box 424-A,
Summerville, Georgia 30747 (770) 974-9849
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
October 17, 1996
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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 the statement [ ]. (A fee
is not required only if the reporting 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.)
NOTE: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are to
be sent.
*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).
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SCHEDULE 13D
<TABLE>
<CAPTION>
CUSIP NO. 196807 30 9 PAGE 2 OF 5 PAGES
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<S> <C>
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
FRANK J. HANNA, JR.
SS ####-##-####
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
AF
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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7 SOLE VOTING POWER
NUMBER OF
SHARES 264,600
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BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 0
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REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH 264,600
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10 SHARED DISPOSITIVE POWER
0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
264,600
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ]
- ---------------------------------------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13.4%
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TYPE OF REPORTING PERSON*
14
IN
- ---------------------------------------------------------------------------------------------------------------
</TABLE>
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AMENDMENT NO. 2 TO STATEMENT
PURSUANT TO RULE 13D-1 AND RULE 13D-2
OF THE GENERAL RULES AND REGULATIONS
UNDER THE SECURITIES EXCHANGE ACT OF 1934
The following items of the Schedule 13D of Frank J. Hanna, Jr. (the
"Reporting Person") are amended to the extent indicated below. All share
amounts contained herein reflect the 25 for 1 stock split effected in 1995.
Item 4. Purpose of Transaction.
Item 4 is amended by deleting in its entirety the information
previously filed under this item and replacing it with the following:
The shares of Common Stock, no par value (the "Common Stock") of
Colorocs Information Technologies, Inc. (the "Company") directly and indirectly
acquired by the Reporting Person have been acquired for investment purposes.
Depending upon market conditions, his continuing evaluation of the
business and prospects of the Company and other factors, the Reporting Person
or his affiliates may purchase additional shares of Common Stock or sell shares
of Common Stock in open market transactions, in private transactions or by any
other possible means. The Reporting Person believes it to be more likely than
not that, if current market conditions continue to obtain, the Reporting Person
or his affiliates will seek to sell shares of Common Stock in open market
transactions.
Except as otherwise stated herein, the Reporting Person does not have
any present plans which relate to or would result in:
(a) The acquisition by any person of additional securities of the
Company, or the disposition of securities of the Company;
(b) An extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Company or any of its
subsidiaries;
(c) A sale or transfer of a material amount of assets of the
Company or any of its subsidiaries;
(d) Any change in the present board of directors or management of
the Company, 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 the Company;
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(f) Any other material change in the Company's business or
corporate structure;
(g) Changes in the Company's charter, by-laws or instruments
corresponding thereto or other action which may impede the acquisition or
control of the Company by any person;
(h) Causing a class of securities of the Company to be delisted
from a national securities exchange or to cease to be authorized to be quoted
in an inter-dealer quotation system of any registered national securities
association;
(i) A class of equity securities of the Company becoming eligible
for termination of registration pursuant to Section 12(g)(4) of the Securities
Exchange Act of 1934; or
(j) Any action similar to any of those enumerated or described
above.
However, depending on market conditions, his continuing evaluation of the
business and prospects of the Company and other factors, the Reporting Person
may at some future date formulate plans that may relate to or result in one or
more of the events or outcomes set forth in (a) through (j) above in this Item
4.
Item 5. Interest in Securities of the Issuer.
Item 5 is deleted in its entirety and amended by adding the following:
(a) The Reporting Person is the beneficial owner of 264,600 shares
of Common Stock, or approximately 13.4% of the shares of Common Stock
outstanding as of June 20, 1996, after giving effect to the sale of an
aggregate of 4,000 shares of Common Stock on October 17, 1996 (the "Sale").
(b) After giving effect to the Sale, the following is the number
of shares of Common Stock for which the Reporting Person has:
(i) sole power to vote or direct the vote: 264,600
(ii) shared power to vote or direct the vote: none
(iii) sole power to dispose of or to direct the disposition of:
264,600
(iv) shared power to dispose of or to direct the disposition of:
none
(c) On October 17, 1996, the Reporting Person sold 2,000 shares of
Common Stock at a price per share of $6.00, 1,000 shares at a price per share of
$5.50 and an additional 1,000 shares at a price per share of $5.00 (excluding
commissions), which sales were effected in an open market transaction.
(d) Not applicable.
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(e) Not applicable.
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: October 21, 1996
/s/ Frank J. Hanna, Jr.
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FRANK J. HANNA, JR.
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