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 10 0
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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).
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CUSIP NO. 45616N 10 0 13G PAGE 2 OF 6 PAGES
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1 NAME(S) OF REPORTING PERSON(S)
S.S. OR I.R.S. IDENTIFICATION NO(S). OF ABOVE PERSON(S)
Juan J. Amodei
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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
915,714 (which includes an aggregate OF SHARES of
190,729 shares of Common Stock underlying warrants
and options which are exercisable within sixty
(60) days of December 31, 1998).
NUMBER OF SHARES
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BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY -0-
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EACH 7 SOLE DISPOSITIVE POWER
REPORTING 915,714 (which includes an aggregate of 190,729
shares of Common Stock underlying warrants and
PERSON options which are exercisable within sixty (60)
days of December 31, 1998).
WITH
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8 SHARED DISPOSITIVE POWER
-0-
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
915,714 (which includes an aggregate of 190,729 shares of Common
Stock underlying warrants and options which are exercisable within
sixty (60) days of December 31, 1998).
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PAGE 3 OF 6 PAGES
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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
8.4% (based on 10,890,201 shares outstanding on December 31, 1998)
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12 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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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 10 0
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) [ ] An employee benefit plan or endowment fund in
accordance with Rule 13d-1(b)(1)(ii)(F)
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(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.[ ]
ITEM 4. OWNERSHIP
(a) Amount Beneficially Owned: 915,714 (which includes an aggregate of
190,729 shares of Common Stock underlying warrants and options which are
exercisable within sixty (60) days of December 31, 1998).
(b) Percent of Class: 8.4%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: 915,714 (which
includes an aggregate of 190,729 shares of Common Stock underlying warrants and
options which are exercisable within sixty (60) days of December 31, 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
December 31, 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.
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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 and are held in the
ordinary course of business and were not acquired and are not held for the
purpose of or with the effect of changing or influencing the control of the
issuer of such 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.
Date: February 16, 1999 /s/ Juan A. Amodei
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Juan A. Amodei
President
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