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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 3)*
Seragen, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
817474 109
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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 6 pages
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CUSIP NO. 817474 109 13G PAGE 2 OF 6 PAGES
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Boston University
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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
Massachusetts
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5 SOLE VOTING POWER -0-
NUMBER OF --------------------------------------------------------
SHARES 6 SHARED VOTING POWER 25,122,140**
BENEFICIALLY
OWNED BY
EACH --------------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER -0-
PERSON
WITH
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8 SHARED DISPOSITIVE POWER 25,122,140**
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
25,122,140**
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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)
72.1%
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12 TYPE OF REPORTING PERSON *
CO
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 2 of 6 pages
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** This Amendment No. 3 to Schedule 13G is being filed with respect to
25,122,140 shares of Common Stock of Seragen, Inc. beneficially owned by Boston
University, including 8,299,077 shares of Common Stock held in nominee name by
Boston University Nominee Partnership, a warrant to purchase 1,376,666 shares of
Common Stock, a warrant to purchase 4,049,281 shares of Common Stock, 11,800
shares of Series B Convertible Preferred Stock convertible into 9,120,773 shares
of Common Stock, 5,000 shares of Series C Convertible Preferred Stock
convertible into 3,360,625 shares of Common Stock, and an option to purchase
15,000 shares of Common Stock. Boston University Nominee Partnership, a
partnership that was created to act as the record holder of certain securities
owned by Boston University, may vote and/or dispose of such shares of Common
Stock as it deems necessary or appropriate. The Partners of the Partnership are
required to vote and take other actions with respect to such shares of Common
Stock as instructed by duly authorized officers of Boston University.
ITEM 1(a) Name of Issuer.
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Seragen, Inc.
ITEM 1(b) Address of Issuer's Principal Executive Offices.
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97 South Street
Hopkington, MA 01748
ITEM 2(a) Name of Person Filing.
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Boston University
ITEM 2(b) Address of Principal Business Office, or, if None, Residence.
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147 Bay State Road
Boston, MA 02215
ITEM 2(c) State of Organization
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Massachusetts
ITEM 2(d) Title of Class of Securities.
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Common Stock ("Shares")
Page 3 of 6 pages
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ITEM 2(e) CUSIP Number.
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817474109
ITEM 3. IF THIS STATEMENT IF 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 Advisor registered under Section 203 of the
Investment Advisers Act of 1940,
(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 Section 240.13d-1(b)(1)(ii)(F),
(g) [ ] Parent Holding Company, in accordance with Section
240.13d-1(b)(ii)(G)
(h) [ ] Group, in accordance with Section 240.13d-1(b)(1)(ii)(H).
ITEM 4. Ownership
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(a) Amount Beneficially Owned: 25,122,140 Shares
(b) Percent of Class: 72.1%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
0
(ii) shared power to vote or to direct the vote:
25,122,140**
(iii) sole power to dispose or to direct the disposition
of:
0
(iv) shared power to dispose or to direct the
disposition of: 25,122,140**
ITEM 5. Ownership of Five Percent or Less of a Class
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Not applicable.
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
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Not applicable.
ITEM 10. Certification
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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.
Page 5 of 6 pages
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Signature
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After reasonably inquiry and to the best of my knowledge and belief, I
certify that the information in this statement is true, complete and correct.
Boston University
By: /s/ Kenneth G. Condon
Date: January 30, 1997 -----------------------
Name: Kenneth G. Condon
Title: Treasurer
This filing is made voluntarily and should not be construed as an
admission that Boston University, a Charitable Corporation organized under laws
of the Commonwealth of Massachusetts, is subject to reporting requirements
under Section 13 of the Securities Exchange Act of 1934.
Page 6 of 6 pages
