United States
Securities and Exchange Commission
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)
Name of Issuer: Zynaxis, Inc.
Title of Class of Securities: Common Stock
CUSIP Number: 989864103
Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications:
Philip R. Smith, Alphi Investment Management Co. 847-405-9595
155 Pfingsten Road, Suite 360, Deerfield, Illinois 60015
Date of Event which Requires Filing of this Statement:
October 11, 1996
CUSIP No. 989864103
Page 2 of 6 Pages
1. Name of Reporting Person Alphi Fund LP
IRS No. 36-3589366
2. Check the appropriate box if a member of a group (a) [ ]
(b) [x]
3. SEC Use Only
4. Source of Funds 00
5. Check Box if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e) [ ]
N/A
6. Citizenship or Place of Organization Delaware
7. Sole Voting Power 941,100
8. Shared Voting Power 0
9. Sole Dispositive Power 941,100
10. Shared Dispositive Power 0
11. Aggregate Amount Beneficially Owned by Each Reporting Person 941,100
12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [ ]
13. Percent of Class Represented by Amount in Row (11) 7.0%
14. Type of Reporting Person PN
CUSIP No. 989864103
Page 3 of 6 Pages
United States
Securities and Exchange Commission
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)
Name of Issuer: Zynaxis, Inc.
Title of Class of Securities: Common Stock
CUSIP Number: 989864103
Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications:
Philip R. Smith, Alphi Investment Management Co. 847-405-9595
155 Pfingsten Road, Suite 360, Deerfield, Illinois 60015
Date of Event which Requires Filing of this Statement:
October 11, 1996
CUSIP No. 989864103
Page 4 of 6 Pages
1. Name of Reporting Person Alphi Investment Management Company
IRS No. 36-3588013
2. Check the appropriate box if a member of a group (a) [ ]
(b) [x]
3. SEC Use Only
4. Source of Funds 00
5. Check Box if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e) [ ]
N/A
6. Citizenship or Place of Organization Delaware
7. Sole Voting Power 941,100
8. Shared Voting Power 0
9. Sole Dispositive Power 941,100
10. Shared Dispositive Power 0
11. Aggregate Amount Beneficially Owned by Each Reporting Person 941,100
12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [ ]
13. Percent of Class Represented by Amount in Row (11) 7.0%
14. Type of Reporting Person CO
CUSIP No. 989864103
Page 5 of 6 Pages
ONLY THOSE ITEMS WHICH ARE HEREBY REPORTED ARE
AMENDED. ALL OTHER ITEMS REMAIN UNCHANGED. ALL
DEFINED TERMS SHALL HAVE THE SAME MEANING AS
PREVIOUSLY ASCRIBED TO THEM IN THE ORIGINAL FILING
OF SCHEDULE 13D, UNLESS OTHERWISE NOTED.
Item 5. Interest in Securities of the Issuer
(a) On our last filing on March 29, 1995, there
were 7,662,758 shares outstanding, on a fully diluted basis.
Subsequent to such filing, the Issuer (1) issued an additional
300,000 shares of Series A Convertible Preferred Stock
(convertible into 600,000 shares of Common Stock) in April
1995; (2) issued an additional 3,000,000 shares of Common
Stock in July 1995 and 1,132,075 shares of Common Stock in
December 1995 in connection with the acquisition of Secretech,
Inc.; (3) issued an additional 9,239 shares of Common Stock in
1995 upon the exercise of stock options and to the 401K Plan;
(4) issued an additional 56,604 shares of Common Stock in 1995
in connection with reduction in royalty obligation; (5) issued an
additional 500,000 shares of Common Stock in February 1996 in
connection with a private placement; (6) issued an additional
152,582 shares of Common Stock in February 1996 in connection
with conversion to Common Stock of a short-term promissory note
held by a related party; (7) issued an additional 120,000 shares of
Common Stock in 1996 in connection with conversion of 60,000
shares of Series A Convertible Preferred Stock into Common Stock;
and (8) issued an additional 7,602 shares of Common Stock in 1996.
Therefore, Alphi currently owns 941,100 shares,
consisting of (1) 341,100 shares of Common Stock, (2) 150,000 shares
of Series A Convertible Preferred Stock convertible into 300,000
shares of Common Stock, and (3) 150,000 warrants, each warrant
exercisable for two shares of Common Stock at $1.00 per Share, for
a total of 300,000 shares of common stock, which is 7.3%, based on
13,420,860 Shares currently outstanding as of October 16, 1996..
This latter number of shares is arrived at by adding (1) the number
of shares outstanding in the Issuer's most recently filed Form 10-Q
for the quarter ended June 30, 1996 (10,240,860 shares) to (2) the
number of common shares the preferred stock is convertible into from
the most recently filed Form 10-Q (2,880,000 shares) and to (3) the
number of shares represented by warrants currently exercisable by
Alphi at $1 per Share (300,000 shares).
(b) AIMCO, in its capacity as general partner of Alphi,
has the sole power to vote and sole power to dispose of 941,100 Shares
owned by Alphi. Individual limited partners of Alphi (but not the
principals of AIMCO) may own Shares which are not included in the
aggregate number of Shares reported in Item 5(a) above.
(c) During the sixty (60) days preceding the date
hereof, Alphi entered into the following transactions on behalf of itself:
Date Sold Number of Shares Sold Price
09/11/96 12,900 0.56
09/12/96 400 0.56
09/13/96 2,800 0.56
09/16/96 14,000 0.60
09/18/96 2,000 0.47
09/24/96 2,200 0.53
09/26/96 2,900 0.50
09/27/96 800 0.43
10/02/96 14,000 0.37
10/08/96 3,300 0.31
10/09/96 4,000 0.32
10/10/96 12,400 0.26
10/11/96 39,100 0.24
These sales were open market transactions executed on the NASDAQ
National Market System.
(d) No person other than AIMCO, in its capacity
as general partner of Alphi, has the right to receive nor the power to
direct the receipt of dividends from, or the proceeds from the sale of Shares.
(e) Not applicable
********************
CUSIP No. 989864103
Page 6 of 6 Pages
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.
Dated: October 16, 1996
Alphi Investment Management Company, for itself
and, as general partner, for Alphi Fund L.P.
By: /s/ Philip R. Smith
Philip R. Smith
Secretary of Alphi Investment Management Company,
general partner
