OMB APPROVAL
--------------------------------
OMB Number 3235-0145
Expires: October 31, 1997
Estimated average burden
hours per response.........14.90
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. )*
Altair International Inc.
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, No Par Value
- --------------------------------------------------------------------------------
(Title of Class of Securities)
02136W 10 2
-----------------
(CUSIP Number)
Brian G. Lloyd
KIMBALL, PARR, WADDOUPS, BROWN & GEE 185 South State
Street, Suite 1300
Salt Lake City, Utah 84111
(801) 532-7840
- --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
May 14, 1997
-----------------------------------------------------
(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 Rule 13d-1(b)(3) or (4), check the following box. [ ]
Note: Six copies of this statement, including all exhibits, should be filed with
the Commision. See Rule 13d-1(a) 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 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 6 SEC 1746 (12-91)
<PAGE>
CUSIP No. 02136W 10 2 Page 2 of 6 Pages
SCHEDULE 13D
- --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
William P. Long
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |_|
(b) |_|
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS*
N/A
- --------------------------------------------------------------------------------
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
2,172,029 as of 5/14/97 (includes options to
purchase 350,000 shares of common stock)
NUMBER OF --------------------------------------------------------------
SHARES 8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 113,500 as of 5/14/97
EACH --------------------------------------------------------------
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH 2,172,029 as of 5/14/97 (includes options to
purchase 350,000 shares of common stock)
--------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
113,500 as of 5/14/97
- --------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,285,529 as of 5/14/97
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
|_|
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
14.8% as of 5/14/97
- --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
- --------------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
<PAGE>
CUSIP No. 02136W 10 2 Page 3 of 6 Pages
Item 1. Security and Issuer
(a) Title of Class of Equity Securities:
Common stock, no par value (the "Common Stock")
(b) Name of Issuer:
Altair International Inc. (the "Issuer")
(c) Address of Issuer's Principal Executive Offices:
1725 Sheridan Avenue, Suite 140, Cody, WY 82414
Item 2. Identity and Background
(a) Name:
William P. Long (the "Reporting Person")
(b) Residence address:
57 Sunset Rim, Cody, WY 82414
(c) Present principal occupation or employment and the name, principal
business and address of any corporation or other organization in
which such employment is conducted:
The Reporting Person is the President of the Issuer.
(d) Whether or not, during the last five years, such persons have been
convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors) and, if so, give the dates, nature of
conviction, name and location of court, and penalty imposed, or
other disposition of the case:
None
(e) Whether or not, during the last five years, such persons were
parties to a civil proceeding of a judicial or administrative body
of competent jurisdiction and as a result of such proceeding were or
are 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; and, if so, identify and describe such
proceedings and summarize the terms of such judgment, decree or
final order:
None
(f) Citizenship:
United States
<PAGE>
CUSIP No. 02136W 10 2 Page 4 of 6 Pages
Item 3. Source and Amount of Funds or Other Consideration
On May 14, 1997, the Issuer granted to the Reporting Person options
to purchase 100,000 shares of the Common Stock. Such options were
exercisable immediately. No consideration was paid for such options.
On May 27, 1997, options that had been previously issued to the
Reporting Person became exercisable. Such options were exercisable for
the purchase of 250,000 shares of the Common Stock. No consideration was
paid in connection with such options becoming exercisable.
Item 4. Purpose of Transaction
All of the options described in Item 3 had been issued to the
Reporting Person in connection with his position as an officer and
director of the Issuer.
The Reporting Person reserves the right to purchase additional
shares of the Common Stock or to dispose of shares of the Common Stock in
the open market, in privately negotiated transactions or in any other
lawful manner in the future. Except as described above, the Reporting
Person presently has no plans or proposals which relate to or would result
in any action enumerated in subparagraph (a) through (j) of the
instructions for Item 4 of Schedule 13D.
Item 5. Interest in Securities of the Issuer
(a) The aggregate number of shares of the Common Stock beneficially
owned by the Reporting Person, as of May 14, 1997, was 2,285,529
shares, which represented 14.8% of the outstanding shares of the
Common Stock. The Reporting Person disclaims any beneficial interest
in the shares of the Common Stock held by or for the benefit of his
children.
(b) As of May 14, 1997, the Reporting Person had the sole power to vote
or direct the vote or the sole power to dispose or to direct the
disposition of 2,172,029 shares of the Common Stock, which included
options either then exercisable or exercisable within the next 60
days for the purchase of 350,000 shares of the Common Stock. As of
May 14, 1997, the Reporting Person shared the power to vote, direct
the vote, dispose and direct the disposition of 113,500 shares of
the Common Stock with his minor son and minor daughter. The
Reporting Person disclaims any beneficial interest in the shares of
the Common Stock held by or for the benefit of his children.
(c) On August 7, 1997, the Reporting Person sold a total of 20,000
shares of the Common Stock on the open market. Of such shares,
10,000 were sold for $9.25/share and 10,000 were sold for
$9.375/share. On August 8, 1997, the Reporting Person sold an
additional 4,000 shares on the open market at a price of
$9.875/share.
(d) No other person has the right to receive or the power to direct the
receipt of dividends from, or the proceeds from the sale of the
securities discussed herein except those persons named herein.
(e) Not applicable.
<PAGE>
CUSIP No. 02136W 10 2 Page 5 of 6 Pages
Item 6 Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer
None.
Item 7. Material to Be Filed as Exhibits
None.
<PAGE>
CUSIP No. 02136W 10 2 Page 6 of 6 Pages
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.
October 14, 1997 /s/ WILLIAM P. LONG
------------------------------ ----------------------------------
Date William P. Long
