ANSOFT CORP
SC 13G/A, 1999-02-12
PREPACKAGED SOFTWARE
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<PAGE>   1
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  SCHEDULE 13G


                    Under the Securities Exchange Act of 1934
                               (Amendment No. 1)*


                               Ansoft Corporation
- --------------------------------------------------------------------------------
                                (Name of Issuer)

                     Common Stock, Par Value $.01 per share
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)

                                   036384 10 5
- --------------------------------------------------------------------------------
                                 (CUSIP Number)






* The remainder of this cover page shall be filled out for a reporting person's
initial filing of 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).





<PAGE>   2










- --------------------------------------------------------------------------------
1        NAMES OF REPORTING PERSONS
         I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

         AMERICAN BANNER RESOURCES, INC.
- --------------------------------------------------------------------------------
2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP              (a) [   ]
                                                                       (b) [ X ]
- --------------------------------------------------------------------------------
3        SEC USE ONLY
- --------------------------------------------------------------------------------
4        CITIZENSHIP OR PLACE OF ORGANIZATION

         LOUISIANA
- --------------------------------------------------------------------------------
                           5     SOLE VOTING POWER

                                 0
                           -----------------------------------------------------
                           6     SHARES VOTING POWER
    NUMBER OF SHARES
      BENEFICIALLY               0
                           -----------------------------------------------------
 OWNED BY EACH REPORTING   7     SOLE DISPOSITIVE POWER
       PERSON WITH
                                 0
                           -----------------------------------------------------
                           8     SHARED DISPOSITIVE POWER

                                 0
- --------------------------------------------------------------------------------
9        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

         0
- --------------------------------------------------------------------------------
10       CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES 
         CERTAIN SHARES*                                                   [   ]
- --------------------------------------------------------------------------------
11       PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

         0.00%
- --------------------------------------------------------------------------------
12       TYPE OF REPORTING PERSON

         CO
- --------------------------------------------------------------------------------

                      *SEE INSTRUCTIONS BEFORE FILLING OUT


                                      -2-
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ITEM 1.
             (a)  NAME OF ISSUER

                  Ansoft Corporation

             (b)  ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES

                  Four Station Square, Suite 660
                  Pittsburgh, PA  15219

ITEM 2.
             (a)  NAME OF PERSON FILING

                  American Banner Resources, Inc.

             (b)  ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE

                  Four Station Square, Suite 660
                  Pittsburgh, PA  15219

             (c)  CITIZENSHIP

                  Louisiana

             (d)  TITLE OF CLASS OF SECURITIES

                  Common Stock

             (e)  CUSIP NUMBER

                  036384 10 5

ITEM 3.           IF THIS STATEMENT IS FILED PURSUANT TO RULE 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) (Note: See Item 7)

             (h) [ ] Group, in accordance with Section 240.13d-1(b)(1)(ii)(H)
                      Not Applicable.

                                      -3-
<PAGE>   4

ITEM 4.           OWNERSHIP.

                  If the percent of the class owned, as of December 31 of the
                  year covered by the statement, or as of the last day of any
                  month described in Rule 13d-1(b)(2), if applicable, exceeds
                  five percent, provide the following information as of that
                  date and identify those shares which there is a right to
                  acquire.

             (a)  AMOUNT BENEFICIALLY OWNED

                  None

             (b)  PERCENT OF CLASS

                  0.00%

             (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

                           0

                  (iii)    SOLE POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF

                           0

                  (iv)     SHARES POWER TO DISPOSE OR TO DIRECT THE DISPOSITION 
                           OF

                           0

ITEM 5.           OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.

                  If this statement is being filed to report the fact that as of
                  the date hereof the reporting person has ceased to be the
                  beneficial owner of more than five percent of the class of
                  securities, check the following: [X]

ITEM 6.           OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER 
                  PERSON.

                  If any other person is known to have the right to receive or
                  the power to direct the receipt of dividends from, or the
                  proceeds from the sale of, such securities, a statement to
                  that effect should be included in response to this item and,
                  if such interest relates to more than five percent of the
                  class, such person should be identified. A listing of the
                  shareholders of an investment company registered under the
                  Investment Company Act of 1940 or the beneficiaries of
                  employee benefits plan, pension fund or endowment fund is not
                  required.

                           Not applicable.

                                      -4-
<PAGE>   5
ITEM 7.           IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH 
                  ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING 
                  COMPANY.

                  If a parent holding company has filed this schedule,
                  pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item
                  3(g) and attach an exhibit stating the identity and the Item
                  3 classification of the relevant subsidiary. If a parent
                  holding company has filed this schedule pursuant to Rule
                  13d-1(c), attach an exhibit stating the identification of
                  the relevant subsidiary 
 
                           Not applicable.

ITEM 8.           IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.

                  If a group has filed this schedule pursuant to Rule
                  13d-1(b)(ii)(H), so indicate under Item 3(h) and attach an
                  exhibit stating the identity and Item 3 classification of each
                  member of the group. If a group has filed this schedule
                  pursuant to Rule 13d-1(c), attach an exhibit stating the
                  identity of each member of the group.

                           Not applicable.

ITEM 9.           NOTICE OF DISSOLUTION OF GROUP.

                  Notice of dissolution of a group may be furnished as an
                  exhibit stating the date of the dissolution and that all
                  further filings with respect to transactions in the security
                  reported on will be filed, if required, by members of the
                  group, in their individual capacity. See Item 5.

                           Not applicable.

ITEM 10.          CERTIFICATION.

                  The following certificate shall be included if the statement
                  is filed pursuant to Rule 13d-1(b):


                  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.

                                      -5-

<PAGE>   6


                                    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.



                                          AMERICAN BANNER RESOURCES, INC.

       February 9, 1999                   /s/ Thomas A.N. Miller
- -------------------------------           --------------------------------------
           Date                                        Signature

                                              Thomas A.N. Miller, President
                                          -------------------------------------
                                                        Name/Title



                                      -6-


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