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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. _______)*
Security Associates International, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
813 764 305
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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).
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CUSIP No. 813 764 305 Page 2 of 5 Pages
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1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
TJS Partners, L.P.
Thomas J. Salvatore(1)
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
*(See Instructions) (b) [ ]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
a New York Limited Partnership/USA
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NUMBER OF SHARES 5 SOLE VOTING POWER 6,458,443 Shares(2)(3)
BENEFICIALLY OWNED -----------
BY EACH REPORTING ----------------------------------------------------------
PERSON WITH 6 SHARED VOTING POWER 0 Shares(2)(3)
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7 SOLE DISPOSITIVE POWER 6,458,443 Shares(2)(3)
-----------
----------------------------------------------------------
8 SHARED DISPOSITIVE POWER 0 Shares(2)(3)
------
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON 6,458,443 Shares(2)(3)
-----------
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10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See Instructions) [ ]
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 51.5%
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12 TYPE OF REPORTING PERSON (See Instructions)
PN
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(1) Mr. Salvatore is the managing general partner of TJS Management, L.P.
which is the General Partner of TJS Partners, L.P. Accordingly, Mr.
Salvatore has the power to direct the voting and disposition of all shares
held by TJS Partners, L.P.
(2) Assumes conversion of 64,458.43 shares of convertible preferred stock at
a conversion rate of 100 shares of common stock for each share of
convertible preferred stock.
(3) TJS Partners, L.P. also holds "mirror options," pursuant to a Standby
Option and Warrant Agreement dated 9/5/96 and amended 12/31/96 to purchase
shares of convertible preferred stock equivalent to 1/100 the number of
shares of common stock actually purchased by certain other option holders,
at the same prices. The TJS option is exercisable as of the actual dates
of exercise of the other options, based upon the actual numbers of shares
purchased by the other option holders. Assuming the maximum value of
shares are purchased by such other option holders, TJS will have the
option to purchase 4,225 shares of convertible preferred stock (equivalent
to 422,500 shares of common stock) at an aggregate price of $541,250.
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ITEM 1.
(a) Name of Issuer:
Security Associates International, Inc.
(b) Address of Issuer's Principal Executive Offices:
2101 South Arlington Heights Road, Suite 100
Arlington Heights, IL 60005-4142
ITEM 2.
(a) Name of Person Filing:
TJS Partners, L.P.
Thomas J. Salvatore(1)
(b) Address of Principal Business Office or, if none, Residence:
115 East Putnam Avenue
Greenwich, CT 06830
(c) Citizenship: USA
(d) Title of Class of Securities: Common Stock
(e) CUSIP Number: 813 764 305
ITEM 3. IF THIS STATEMENT IS BEING 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 Adviser 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 Employment 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)
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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, exceed 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: 6,458,443 (2)(3)
(b) Percent of Class: 51.5%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote 6,458,443 (2)(3)
(ii) shared power to vote or to direct the vote -0-
(iii) sole power to dispose or to direct the disposition of
6,458,443 (2)(3)
(iv) shared 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 [ ]
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
NOT APPLICABLE
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ITEM 10. CERTIFICATION.
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.
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.
February 1, 1998
____________________________________
Date
/s/ Thomas J. Salvatore
____________________________________
Signature
Thomas J. Salvatore, the managing general
partner of TJS Management, L.P., the general
partner of TJS Partners, L.P.
____________________________________
Name/Title
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