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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. )*
Industrial Imaging Corporation
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(Name of Issuer)
Common Stock, $.01 par value
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Title of Class of Securities)
45616N 100
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(CUSIP Number)
*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 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).
Page 1 of 5 pages
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CUSIP NO. 45616N 100 13G PAGE 2 OF 5 PAGES
--------------------- ----- -----
1. NAME(S) OF REPORTING PERSON(S)
S.S OR I.R.S. IDENTIFICATION NO(S). OF ABOVE PERSON(S) (ENTITIES ONLY)
Juan J. Amodei, Ph.D.
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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. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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5. SOLE VOTING POWER 905,714 (which includes an
aggregate of 180,729 shares of Common Stock
underlying warrants and options which are
exercisable within sixty (60) days of
February 2, 1998).
NUMBER OF
SHARES --------------------------------------------------------
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 0
EACH --------------------------------------------------------
REPORTING 7. SOLE DISPOSITIVE POWER 905,714 (which includes
PERSON WITH an aggregate of 180,729 shares of Common Stock
underlying warrants and options which are
exercisable within sixty (60) days of
February 2, 1998).
--------------------------------------------------------
8. SHARED DISPOSITIVE POWER
0
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
905,714 (which includes an aggregate of 180,729 shares of Common
Stock underlying warrants and options which are exercisable within
sixty (60) days of February 2, 1998).
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10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES* [ ]
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11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.2%(based on 10,890,201 shares outstanding on January 21, 1998)
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12. TYPE OF REPORTING PERSON*
IN
- -------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 2 of 5 pages
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Item 1(a) NAME OF ISSUER
Industrial Imaging Corporation
Item 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
847 Rogers Street, Lowell, MA 01852
Item 2(a) NAME OF PERSON FILING
Juan J. Amodei, Ph.D.
Item 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
847 Rogers Street, Lowell, MA 01852
Item 2(c) STATE OF ORGANIZATION/CITIZENSHIP
United States
Item 2(d) TITLE OF CLASS OF SECURITIES
Common Stock, $.01 par value
Item 2(e) CUSIP NUMBER
45616N 100
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
Page 3 of 5 pages
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(f) [ ] Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee Retirement Income Security Act
of 1974 or Endowment Fund; see ss.240.13d-1(b)(1)(ii)(F)
(g) [ ] Parent Holding Company, in accordance with
ss.240.13d-1(b)(1)(ii)(G)
(h) [ ] Group, in accordance with ss.240.13d-1(b)(1)(ii)(H)
Item 4. OWNERSHIP
(a) Amount Beneficially Owned: 905,714 (which includes an
aggregate of 180,729 shares of Common Stock underlying
warrants and options which are exercisable within sixty
(60) days of February 2, 1998).
(b) Percent of Class: 8.2%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: 905,714 (which
includes an aggregate of 180,729 shares of Common Stock underlying warrants and
options which are exercisable within sixty (60) days of February 2, 1998).
(ii) shared power to vote or to direct the vote: -0-
(iii) sole power to dispose or to direct the disposition of:
905,714 (which includes an aggregate of 180,729 shares of Common Stock
underlying warrants and options which are exercisable within sixty (60) days of
February 2, 1998).
(iv) shared power to dispose or to direct the disposition of:
-0-
Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
Not applicable.
Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
PERSON
Not applicable.
Page 4 of 5 pages
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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.
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 12, 1998 /S/ JUAN A. AMODEI
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Juan A. Amodei
President
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