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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
BIO-PLEXUS, INC.
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(Name of Issuer)
COMMON SHARES
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(Title of Class of Securities)
09057C 106
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(CUSIP Number)
WALTER W. SIMMERS, Esq., Pepe & Hazard LLP
Goodwin Square, Hartford, CT 06103, (860) 241-2643
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
Various dates on December 1998, January 1999 and March 1999
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(Date of Event which Requires Filing
of this Statement)
If the filing person has previously filed a statement of Schedule 13G to report
the acquisition which is the subject of the Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].
Check the following box if a fee is being paid with this statement [ ].
(A fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent of
the class of securities described in Item 1; and (2) has filed no amendment
subsequent thereto reporting beneficial ownership of five percent or less of
such class.) (See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) for other parties to whom copies are to be
sent.
*The remainder of this cover page shall be filed 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 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).
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REGULATION OF INVESTMENT ADVISERS
CUSIP No. 09057C106 SCHEDULE 13D Page 2 of 3 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
HERMAN GROSS ###-##-####
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [X]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
PF
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e) [ ]
Not applicable
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF 7 SOLE VOTING POWER
SHARES 1,669,771 (includes right to acquire through exercise of
BENEFICIALLY warrants 75,000 shares of Common Stock)
OWNED BY --------------------------------------------------------------
EACH 8 SHARED VOTING POWER
REPORTING
PERSON --------------------------------------------------------------
WITH 9 SOLE DISPOSITIVE POWER
1,669,771 (includes right to acquire through exercise of
warrants 75,000 shares of Common Stock)
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10 SHARED DISPOSITIVE POWER
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,669,771 (includes right to acquire through exercise of
warrants 75,000 shares of Common Stock)
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
Not applicable [ ]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.4%
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14 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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Schedule 13D
Page 3 of 3
ITEM 1. SECURITY AND ISSUER
Common Stock, without par value
Bio-Plexus, Inc., 129 Reservoir Road, Vernon, Connecticut 06066
ITEM 2. IDENTITY AND BACKGROUND
(a) Herman Gross
(b) c/o Bio-Plexus, Inc., 129 Reservoir Road, Vernon, Connecticut
06066
(c) Director of Bio-Plexus, Inc.
(d) N/A
(e) N/A
(f) USA
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Since the filing of a Schedule 13D/A on July 10, 1998, the reporting
person purchased with personal funds the following shares of Common
Stock of the Issuer on various dates in each of the months set forth
herein: July 1998 ($47,073/21,000 shares), August 1998 ($64,977/25,700
shares), September 1998 ($68,335/39,100 shares), October 1998
($57,669/21,000 shares), November 1998 ($3,078/1,000 shares), December
1998 ($20,772/8,200 shares), January 1999 ($4,500/2000 shares) and
March 1999 ($104,705/49,058 shares). In addition to the foregoing,
personal funds of $1,000,000 paid for 500,000 shares of Common Stock
pursuant to a purchase agreement dated as of December 1, 1998. 10,000
shares of Common Stock and warrants to purchase 75,000 shares of
Common Stock, which are immediately exercisable at a price of $2.00
per share, were acquired by grant under the same purchase agreement.
Quarterly grants of 1,238 and 1,307 shares of Common Stock were
granted in December 1998 and March 1999, respectively, as
compensation for serving on the Board of Directors of the Issuer. This
Schedule 13D/A amends the similar schedule filed on February 16, 1999
in its entirety.
ITEM 4. PURPOSE OF TRANSACTION
The securities were acquired in the ordinary course of business and
not with the purpose or the effect of changing or influencing the
control of the Issuer.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
The information required by this Item is disclosed in Sections 7
through 11, inclusive, of the cover page of this Schedule 13D and
Items 2 and 3 of this Schedule 13D.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER
Not Applicable.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
Not Applicable.
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.
May 6, 1999 /s/ Herman Gross
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Date Signature
Herman Gross, Director
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Name/Title