UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Bitstream Inc.
(Name of Issuer)
Class A Common Stock, $0.01 per share
(Title of Class of Securities)
091736108
(CUSIP Number)
Andrew M. Troop, Esq.
Hutchins, Wheeler & Dittmar, A Professional Corporation,
101 Federal Street, Boston, MA 02110 (617) 951-6600
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
March 11, 1999
(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 ss.ss.240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box [ ].
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
CUSIP No. 091736108
1. NAME OF REPORTING PERSON - Bell Lane, LLC
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON - 51-0380629
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS
WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(D) OR 2(E) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
7. SOLE VOTING POWER
437,000
NUMBER OF
SHARES 8. SHARED VOTING POWER
BENEFICIALLY 0
OWNED BY
EACH 9. SOLE DISPOSITIVE POWER
REPORTING 437,000
PERSON WITH
10. SHARED DISPOSITIVE POWER
0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
437,000
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
[ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.36%
14. TYPE OF REPORTING PERSON
OO
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SCHEDULE 13D
CUSIP No. 091736108
1. NAME OF REPORTING PERSON - Kevin G. Curran
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON - ###-##-####
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS
PF
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(D) OR 2(E) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
7. SOLE VOTING POWER
56,250
NUMBER OF
SHARES 8. SHARED VOTING POWER
BENEFICIALLY 0
OWNED BY
EACH 9. SOLE DISPOSITIVE POWER
REPORTING 56,250
PERSON WITH
10. SHARED DISPOSITIVE POWER
0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
56,250
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
[ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
.82%
14. TYPE OF REPORTING PERSON
IN
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SCHEDULE 13D
Item 1. Security and Issuer
The class of equity securities to which this statement relates
is the Class A Common Stock, $0.01 par value (the "Shares") issued by Bitstream
Inc., a Delaware corporation (the "Company"). The principal executive offices of
the Company are located at 215 First Street, Cambridge, Massachusetts 02142.
Item 2. Identity and Background.
(a) - (c), (f) This Schedule 13D is being filed by Bell Lane, LLC, a Delaware
limited liability company and Kevin G. Curran (together with each of the
foregoing, the "Reporting Persons").
Bell Lane, LLC. Bell Lane, LLC is a Delaware limited liability company, with its
principal business office at 2070 Naamans Road, Suite 317, Wilmington, Delaware
19810. Bell Lane, LLC is used as an investment vehicle for its
members. Claudine Curran is the Managing Member of Bell Lane, LLC.
Kevin G. Curran. The business address of Kevin G. Curran is c/o GCC
Technologies, 209 Burlington Road, Bedford, Massachusetts 01730. Mr. Curran is
currently the President of GCC Technologies and he is a United States citizen.
(d)-(e) None of Bell Lane, LLC, nor any of its members; nor Kevin G. Curran has
been convicted in a criminal proceeding during the past five years (excluding
traffic violations and similar misdemeanors). None of Bell Lane, LLC, nor any of
its members; nor Kevin G. Curran has not been party to a civil proceeding of a
judicial or administrative body of competent jurisdiction during the past five
years as a result of which it was or is subject to a judgment, decree or final
order enjoining future violations of, or prohibiting or mandating activities
subject to, federal or state securities laws or finding any violation with
respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration.
As to 56,250 of the Shares to which this statement relates,
by the personal funds of Mr. Kevin G. Curran, a member of Bell Lane, LLC.
Mr. Curran has not previously reported his beneficial ownership of the Shares
to which this statement relates.
As to 437,000 of the Shares to which this statement relates,
by the portfolio funds of Bell Lane, LLC.
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Item 4. Purpose of Transactions.
All of the Shares were purchased and are being held for
investment purposes. The objective of the Reporting Persons is to realize the
maximum return from their investment in the Company. The Reporting Persons may
from time to time seek to communicate with management, the Board and the
stockholders of the Company to express their views regarding the proper
management of the Company's business. The Reporting Persons intend to review
continually the Company's business, affairs and financial condition, as well as
conditions in the securities markets and general economic and industry
conditions. Based on an evaluation of these and other similar considerations,
the Reporting Persons will continue to consider various alternative courses of
action and they will take such actions with respect to the Company as they deem
appropriate in light of the circumstances existing from time to time. The
Reporting Persons have not determined what course of further action they will
take. Such actions may include, but are not limited to: (a) the acquisition of
additional Shares or other securities of the Company; (b) otherwise seeking to
influence the management and policies of the Company to enhance the value of the
Shares; (c) taking action to achieve representation on the Company's Board; or
(d) selling or otherwise disposing of some or all of the Shares held by them.
The Reporting Persons reserve the right to take such action as they determine
advisable in order to protect their investment.
Item 5. Interest in Securities of the Issuer.
Bell Lane, LLC.
(a)-(b) Bell Lane, LLC is the beneficial owner of 437,000 Shares, or 6.36% of
the outstanding Shares of the Company, of which it had sole voting and
dispositive power with respect to 437,000 Shares.
Kevin G. Curran.
(a)-(b) Mr. Curran is the beneficial owner of 56,250 Shares, or .82% of the
outstanding Shares of the Company, of which he had sole voting and dispositive
power with respect to 56,250 Shares. Mr. Curran is a .01% member of Bell Lane,
LLC which owns 437,000 Shares of the Company. Mr. Curran expressly disclaims
ownership to such Shares.
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<PAGE>
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer.
The responses to Items 3, 4, and 5 of this Schedule 13D are
incorporated herein by reference.
To the best of knowledge of the Reporting Persons, there are
no contracts, arrangements, understandings or relationships (legal or otherwise)
between any of the Reporting Persons, named in Item 2, and any other person,
with respect to any securities of the Company, including, but not limited to,
transfer or voting of any of the securities, finder's fees, joint ventures, loan
or option arrangements, put or calls, guarantees of profits division of profits
or less, or the giving or withholding of proxies.
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<PAGE>
Signatures
After reasonable inquiry and to the best knowledge and belief
of each of the undersigned, such person certifies that the information set forth
in this Statement with respect to such person is true, complete and correct.
BELL LANE, LLC
By:/s/Claudine Curran
Name: Claudine Curran
Title: Managing Member
KEVIN G. CURRAN
/s/Kevin G. Curran
Kevin G. Curran
