UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)
ASA INTERNATIONAL LTD.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
001912 20 3
(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
files 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 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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CUSIP No. 001912 20 3 Page 2 of 5 Pages
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SCHEDULE 13G
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Alfred C. Angelone
###-##-####
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 *
5 SOLE VOTING POWER
883,629 (includes 265,000 shares
underlying options exercisable within the
next sixty (60) days).
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 24,535 (Includes shares held in an investment partnership.)
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH 883,629 (includes 265,000 shares underlying
options exercisable in the next sixty (60)
days.)
8 SHARED DISPOSITIVE POWER
24,535 (Includes shares held in an investment partnership.)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
908,164
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9
21.1%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
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CUSIP NO. 001912 20 3 Page 3 of 5 Pages
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ITEM 1(A). Name of Issuer.
ASA International Ltd.
ITEM 1(B). Address of Issuer's Principal Executive Offices.
10 Speen Street, Framingham, Massachusetts 01701
ITEM 2(A). Name of Person Filing.
Alfred C. Angelone
ITEM 2(B). Address of Principal Business Office
10 Speen Street, Framingham, Massachusetts 01701
ITEM 2(C). Citizenship or Place of Organization:
United States
ITEM 2(D). Title of Class of Securities.
Common Stock
ITEM 2(E). CUSIP NO.
001912 20 3
ITEM 3. If this statement is filed pursuant to Rules 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.
(g) [ ] Parent Holding Company, in accordance with
ss.240.13d-1 (b) (ii) (G).
(h) [ ] Group, in accordance with ss. 240.13d (b) (1) (ii) (H)
ITEM 4. OWNERSHIP.
(a) Amount Beneficially Owned as of December 31, 1998:
908,164 (includes 265,000 shares underlying options
exercisable in the next sixty (60) days and 24,535
shares held in an investment partnership.)
(b) Percent of Class:
21.1%
(c) Number Of Shares As To Which Such Person Has:
(i) Sole power to vote or to direct the vote:
883,629 (includes 265,000 shares underlying
options exercisable within the next sixty (60)
days.)
(ii) Shared power to vote or to direct the vote:
24,535 (includes shares held in an investment
partnership.)
(iii) Sole power to dispose or to direct the
disposition of:
883,629 (includes 265,000 shares underlying
options exercisable in the next sixty (60) days.)
(iv) Shared power to dispose or to direct the
disposition of:
24,535 (includes shares held in an investment
partnership.)
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CUSIP No. 001912 20 3 Page 4 of 5 Pages
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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. ( )
ITEM 6. Ownership Of More Than Five Percent On Behalf Of Another Person:
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.
ITEM 9. Notice Of Dissolution Of Group.
Not Applicable.
ITEM 10. Certification.
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.
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CUSIP No. 001912 20 3 Page 5 of 5 Pages
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SIGNATURE
After reasonable inquiry and to the best of its or his knowledge and
belief, each of the undersigned certifies that the information set forth in
this statement is true, complete and correct.
February 12, 1999
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(Date)
/s/ Alfred C. Angelone
----------------------
(Signature)
Alfred C. Angelone
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Name
