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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ____)*
Celtrix Pharmaceuticals Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
151186103
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(CUSIP Number)
Paul J. Tauber
Coblentz, Patch, Duffy & Bass, LLP
222 Kearny Street, 7th floor
San Francisco, California
94108-4510
415-391-4800
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
November 19, 1998
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this 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 the statement [X]. (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 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
disclosures provided in a prior cover page.
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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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SCHEDULE 13D
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CUSIP NO. PAGE 3 OF 7 PAGES
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NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wei Chen Lee ("Lee")
N.A.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
N.A. (b) [_]
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SEC USE ONLY
3
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SOURCE OF FUNDS*
4
PF
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [_]
5 N.A.
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CITIZENSHIP OR PLACE OF ORGANIZATION
6
Taiwan
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SOLE VOTING POWER
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NUMBER OF 2,350,000 shares. The 2,350,000 shares include
warrants to purchase 1,410,000 shares of the issuer
held by Lee.
SHARES ----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
0
OWNED BY -----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
9
REPORTING 2,350,000 shares. The 2,350,000 shares include
warrants to purchase 1,410,000 shares of the issuer
held by Lee.
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 10
0
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
2,350,000 shares.
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12
[_] N.A.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
8.4%
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TYPE OF REPORTING PERSON*
14
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
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Wei Chen Lee (the "Reporting Person") makes this statement on Schedule 13D with
respect to the shares of common stock and warrants to purchase shares of common
stock of Celtrix Pharmaceuticals Inc. ("Celtrix") as follows:
Item 1. Security and Issuer.
The securities are common stock of Celtrix, and warrants to purchase
common stock of Celtrix. The principal office of the issuer is located at 2033
Gateway Place, Suite 600, San Jose, California 95110.
Item 2
(a). Identity and Background of Persons Filing.
This Statement is filed by the Reporting Person, who is the direct owner of all
of the shares of common stock and the warrants of the issuer.
(b). Address of Principal Office
The address of the Reporting Persons is: c/o Fu Sheng Industrial Co., Ltd., 172
Nanking East Road, Section 2, Taipei, 104 Taiwan, Republic of China
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(c). The Reporting Person is employed by Fu Sheng Industrial Co., Ltd. as a
financial and investment specialist.
(d). The Reporting Person has not been convicted in a criminal proceeding
during the last five years.
(e). The Reporting Person has not been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction and as a result of
such proceeding was or is subject to a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating activities subject to, federal
or state securities laws or finding violation with respect to such laws.
(f). The Reporting Person is a citizen of Taiwan, Republic of China.
Item 3. Source and Amount of Funds.
The securities were purchased with personal funds held on deposit with various
financial institutions for the account of the Reporting Person. The amount of
the consideration was $470,000.
Item 4: Purpose of Transaction.
The securities were purchased for investment purposes only.
This Schedule 13D is being filed because, due to the tardiness of this
statement, the Reporting Person was not eligible to file Schedule 13G.
Item 5: Interest in Securities of the Issuer. Please also see the answer to
Item 4, above.
(a). 2,350,000 shares. The 2,350,000 shares include warrants to purchase
1,410,000 shares of the issuer held by the Reporting Person.
(b). (i) Sole power to vote or direct the vote:
2,350,000 shares
(ii) Shared power to vote or direct the vote:
0
(iii) Sole power to dispose or direct the disposition of:
2,350,000 shares
(iv) Shared power to dispose or direct the disposition of:
0
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(c). Not applicable.
(d). Not applicable.
(e). Not applicable.
Item 6. Contracts. Arrangements, Understandings or Relationships with Respect
to the Issuer of the Securities of the Issuer.
Not applicable.
Item 7. Material to be Filed as Exhibits.
Not applicable.
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After reasonable inquiry and to the best of our knowledge and belief, we
certify that the information set forth in this statement is true, complete and
correct.
July 6, 1999
/s/ Wei-Chen Lee
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Wei-Chen Lee
