SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
S C H E D U L E 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
PAREXEL INTERNATIONAL CORPORATION
(Name of Issuer)
COMMON STOCK, $0.01 PAR VALUE
(Title of Class of Securities)
699462107
(CUSIP Number)
Copy to:
The Joseph Eagle 1989 Settlement
Joel M. Walker, Esq.
Sir Walter Raleigh House
Breslow & Walker, LLP
48/50 Esplanade
767 Third Avenue
St. Helier, Jersey JE1 4HH
New York, New York 10017
Telephone 011 441 534 505905
Telephone (212) 832-1930
(Name, Address and Telephone Number of Persons
Authorized to Receive Notices and Communications)
February 29, 2000
(Date of Event which Requires Filing 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(e), 13d-1(f) or 13-d-1(g), check
the following space .
NOTE: Schedules filed in paper format shall include a
signed original and five copies of the schedule, including
all exhibits. See Rule 13d-7(b) 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).
(Continued on following page(s)
<TABLE>
<PAGE>
CUSIP
No. 699462107 13D
<S> 1
<PAGE>
Name of Reporting Person
I.R.S. Identification No. of Above Person
The Joseph Eagle 1989 Settlement
<C>2
<PAGE>
Check the Appropriate Box if a Member of a Group*(a) [ ]
(b) [ ]
<C>3
<PAGE>
SEC Use Only
<C>
<PAGE>
4
<PAGE>
Source of Funds* OO
<C>
<PAGE>
5
<PAGE>
Check Box if Disclosure of Legal Proceedings is Required [ ]
<C>
<PAGE>
6
<PAGE>
Citizenship or Place of Organization Jersey, Channel Islands
Number of Shares
Beneficially
<C>7
<PAGE>
Sole Voting Power
1,195,166 shares 4.7%
<PAGE>
Owned By
Each
Reporting
<PAGE>
<C>8
<PAGE>
Shared Voting Power
None 0%
<PAGE>
Person
With
<PAGE>
<C>9
<PAGE>
Sole Dispositive Power
1,195,166 shares 4.7%
<PAGE>
<PAGE>
<C>10
<PAGE>
Shared Dispositive Power
None 0%
<C>11
<PAGE>
Aggregate Amount Beneficially Owned By Each Reporting Person
1,195,166 shares
<C>
<PAGE>
12
<PAGE>
Check Box if the Aggregate Amount in Row (11) excludes
Certain Shares[ ]
<C>
<PAGE>
13
<PAGE>
Percent of Class Represented by Amount in Row (11)
4.7%
<C>
<PAGE>
14
<PAGE>
Type of Reporting Person*
OO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP
</TABLE>
<TABLE>
No. 699462107 13D
<S> 1
<PAGE>
Name of Reporting Person
I.R.S. Identification No. of Above Person
Edward James Noel
<C>
<PAGE>
2
<PAGE>
Check the Appropriate Box if a Member of a Group*
(a) [ ]
(b) [ ]
<C>3
<PAGE>
SEC Use Only
<PAGE>
<C> 4
<PAGE>
Source of Funds* OO
<C>
<PAGE>
5
<PAGE>
Check Box if Disclosure of Legal Proceedings is Required [ ]
<C>
<PAGE>
6
<PAGE>
Citizenship or Place of OrganizationUnited Kingdom
Number of
Shares
Beneficially
<C>7
<PAGE>
Sole Voting Power
None 0%
<PAGE>
Owned By
Each
Reporting
<PAGE>
<C>8
<PAGE>
Shared Voting Power
1,195,166 shares 4.7%
<PAGE>
Person
With
<PAGE>
<C>9
<PAGE>
Sole Dispositive Power
None 0%
<C>10
<PAGE>
Shared Dispositive Power
1,195,166 shares 4.7%
<C>11
<PAGE>
Aggregate Amount Beneficially Owned By Each Reporting Person
1,195,166 shares
<C>
<PAGE>
12
<PAGE>
Check Box if the Aggregate Amount in Row (11) excludes Certain Shares*
[ ]<C>
<PAGE>
13
<PAGE>
Percent of Class Represented by Amount in Row (11)
4.7%
<C>
<PAGE>
14
<PAGE>
Type of Reporting Person*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
</TABLE>
<TABLE>
CUSIP
No. 699462107 13D
<S> 1
<PAGE>
Name of Reporting Person
I.R.S. Identification No. of Above Person
Raleigh Nominees Limited
<PAGE>
<C> 2
<PAGE>
Check the Appropriate Box if a Member of a Group* (a) [ ]
(b) [ ]
3
<PAGE>
SEC Use Only
<PAGE>
<C> 4
<PAGE>
Source of Funds* OO
<PAGE>
<C> 5
<PAGE>
Check Box if Disclosure of Legal Proceedings is Required [ ]
<PAGE>
<C> 6
<PAGE>
Citizenship or Place of Organization Jersey, Channel Islands
Number of
Shares
Beneficially
<PAGE>
<C>7
<PAGE>
Sole Voting Power
None 0%
<PAGE>
Owned By
Each
Reporting
<PAGE>
<C>8
<PAGE>
Shared Voting Power
1,195,166 shares 4.7%
<PAGE>
Person
With
<PAGE>
<C>9
<PAGE>
Sole Dispositive Power
None 0%
<PAGE>
<PAGE>
<C>10
<PAGE>
Shared Dispositive Power
1,195,166 shares 4.7%
<C>11
<PAGE>
Aggregate Amount Beneficially Owned By Each Reporting Person
1,195,166 shares
<PAGE>
<C>12
<PAGE>
Check Box if the Aggregate Amount in Row (11) excludes
Certain Shares* [ ]
<C>
<PAGE>
13
<PAGE>
Percent of Class Represented by Amount in Row (11)
4.7%
<C>14
<PAGE>
Type of Reporting Person*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP
</TABLE>
<TABLE>
No. 699462107 13D
<S> 1
<PAGE>
Name of Reporting Person
I.R.S. Identification No. of Above Person
LSI Holdings Limited
<PAGE>
<C> 2
<PAGE>
Check the Appropriate Box if a Member of a Group (a) [ ]
(b) [ ]
<C>3
<PAGE>
SEC Use Only
<PAGE>
<C> 4
<PAGE>
Source of Funds* OO
<PAGE>
<C> 5
<PAGE>
Check Box if Disclosure of Legal Proceedings is Required [ ]
<PAGE>
<C> 6
<PAGE>
Citizenship or Place of Organization Jersey, Channel Islands
Number of
Shares
Beneficially<C>
<PAGE>
7
<PAGE>
Sole Voting Power
None 0%
<PAGE>
Owned By
Each
Reporting
<PAGE>
<C>8
<PAGE>
Shared Voting Power
1,195,166 shares 4.7%
<PAGE>
Person
With
<PAGE>
<C>9
<PAGE>
Sole Dispositive Power
None 0%
<C>
<PAGE>
10
<PAGE>
Shared Dispositive Power
1,195,166 shares 4.7%
<C> 11
<PAGE>
Aggregate Amount Beneficially Owned By Each Reporting Person
1,195,166 shares
<C>
<PAGE>
12
<PAGE>
Check Box if the Aggregate Amount in Row (11) excludes
Certain Shares [ ]
<C>
<PAGE>
13
<PAGE>
Percent of Class Represented by Amount in Row (11)
4.7% <C>
<PAGE>
14
<PAGE>
Type of Reporting Person*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
</TABLE>
This Amendment No. 3 (this "Amendment") to
the Schedule 13D, dated March 1, 1998 (the
"Schedule"), pertains to the reporting persons'
ownership of certain securities of PAREXEL
International Corporation (the "Issuer"). All capitalized
terms used herein and otherwise undefined shall have the
meanings ascribed to them in the Schedule.
This Amendment is filed in accordance with
Rule 13d-2 of the Securities Exchange Act of 1934, as
amended, by the reporting persons. It refers only to
information which has materially changed since the filing
of Amendment No. 2 to the Schedule.
ITEM 5. Interests in Securities of the Issuer.
(a) The following list sets forth the aggregate
number and percentage (based on 25,329,158 shares of
Common Stock outstanding as reported by the Issuer on
its S-3/A Registration Statement filed March 21, 2000)
of outstanding shares of Common Stock owned
beneficially by each reporting person named in Item 2 as
of April 27, 2000.
Shares of Percentage of Shares
Common Stock of Common Stock
Name Beneficially Owned Beneficially Owned
The Trust 1,195,166 4.7%
Edward Noel 1,195,166 4.7%
Raleigh Nominees Limited 1,195,166 4.7%
LSI Holdings Limited 1,195,166 4.7%
Terence Le Sueur 0 0%
Richard Ireson 0 0%
James Colclough 0 0%
(b) The Trust has sole power to vote
1,195,166 shares of Common Stock, and the sole power
to dispose of 1,195,166 shares of Common Stock.
By virtue of being a trustee of the Trust,
Edward Noel may be deemed to have shared power to
vote 1,195,166 shares of Common Stock, and shared
power to dispose of 1,195,166 shares of Common Stock.
By virtue of being a trustee of the Trust,
Raleigh Nominees Limited may be deemed to have
shared power to vote 1,195,166 shares of Common
Stock, and shared power to dispose of 1,195,166 shares
of Common Stock.
By virtue of being the sole stockholder
of Raleigh Nominees Limited, LSI Holdings Limited
may be deemed to have shared power to vote 1,195,166
shares of Common Stock, and shared power to dispose
of 1,195,166 shares of Common Stock.
(c) The following is a description of all
transactions in Common Stock by the persons identified
in Item 2 effected since the filing of Amendment No. 2
to the Schedule:
Purchase or Number of Shares Purchase or
Name of Shareholder Sale Date Purchased or (Sold) Sale Price
The Trust 2/3/00 (400) $13.9375
2/7/00 (4,600) $13.9389
2/8/00 (2,500) $14.0125
2/9/00 (2,500) $13.9375
2/10/00 (2,500) $13.9375
2/24/00 (12,000) $13.1667
2/25/00 (2,500) $12.9375
2/29/00 (27,500) $13.1420
3/3/00 (20,000) $10.4766
3/7/00 (20,000) $10.4438
3/7/00 (5,500) $10.2500
The Trust sold the shares on the NASDAQ National
Market System through a broker.
(e) Effective as of February 29, 2000, the
reporting persons ceased to be the beneficial owners of
more than five percent of the Common Stock.
Signature
After reasonable inquiry and to the best
of his knowledge and belief, the undersigned hereby
certifies that the information set forth in this Amendment
is true, complete, and correct.
Date: April 27, 2000
/s/ Edward James Noel
Edward James Noel, individually, as Trustee
on behalf of the Trust, and as director of
Raleigh Nominees Limited and LSI Holdings
Limited.
ATTENTION: INTENTIONAL MISSTATEMENTS
OR OMISSIONS OF FACT CONSTITUTE FEDERAL
CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001).
