SHOTT CAPITAL MANAGEMENT LLC /ADV
SC 13G, 1998-05-08
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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. __)*


                          Concord Communications, Inc.
- --------------------------------------------------------------------------------
                                (Name of Issuer)


                                     Common
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)


                                   206186108
- --------------------------------------------------------------------------------
                                 (CUSIP Number)



                                   04-27-98
- --------------------------------------------------------------------------------
             (Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:

           [X]  Rule 13d-1(b)
           [ ]  Rule 13d-1(c)
           [ ]  Rule 13d-1(d)

*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).




Potential persons who are to respond to the collection of information contained
in this form are not required to respond unless the form displays a currently
valid OMB control number.



                               Page 1 of 6 pages
<PAGE>   2
CUSIP No. 206186108


- ------------------------------------------------------------------------------
      1.     Names of Reporting Persons
             I.R.S. Identification Nos. of above persons (entities only)

             Shott Capital Management, LLC
             94-3140021
- ------------------------------------------------------------------------------
      2.     Check the Appropriate Box if a Member of a Group (see instructions)

             Not applicable.

             (a)     [ ]
             (b)     [ ]
- ------------------------------------------------------------------------------
      3.     SEC Use Only

- ------------------------------------------------------------------------------
      4.     Citizenship or Place of Organization

             Delaware
- ------------------------------------------------------------------------------
Number of
Shares                         5.      Sole Voting Power:  1,269,676
Beneficially                   6.      Shared Voting Power:  0
Owned by                       7.      Sole Dispositive Power:  1,283,820
Each Reporting                 8.      Shared Dispositive Power:  0
Person With:
- ------------------------------------------------------------------------------
      9.     Aggregate Amount Beneficially Owned by Each Reporting Person:

             1,283,820
- ------------------------------------------------------------------------------
      10.    Check if the Aggregate Amount in Row (11) Excludes Certain Shares
             (see instructions)

             Not applicable.

             [ ]
- ------------------------------------------------------------------------------
      11. Percent of Class Represented by Amount in Row (11):

             10.4%
- ------------------------------------------------------------------------------
      12. Type of Reporting Person (see instructions)

             IA
- ------------------------------------------------------------------------------




                               Page 2 of 6 Pages

<PAGE>   3
                         INSTRUCTIONS FOR SCHEDULE 13G

Instructions for Cover Page

(1)  Names and I.R.S. Identification Numbers of Reporting Persons -- Furnish 
     the full legal name of each person for whom the report is filed -- i.e.,
     each person required to sign the schedule itself -- including each member
     of a group. Do not include the name of a person required to be identified
     in the report but who is not a reporting person. Reporting persons that 
     are entities are also requested to furnish their I.R.S. identification
     numbers, although disclosure of such numbers is voluntary, not mandatory
     (see "SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 13G" below).

(2)  If any of the shares beneficially owned by a reporting person are held 
     as a member of a group and that membership in a group or describes a
     relationship with other persons but does not affirm the existence of a 
     group, please check row 2(b) [unless it is a joint filing pursuant to
     Rule 13d-1(k)(l) in which case it may not be necessary to check 
     row 2(b)]. 

(3)  The third row is for SEC internal use; please leave blank.

(4)  Citizenship or Place of Organization -- Furnish citizenship if the named
     reporting person is a natural person. Otherwise, furnish place of 
     organization.

(5)-(9),(11) Aggregate Amount Beneficially Owned by Each Reporting Person, 
     Etc. -- Rows (5) through (9) inclusive, and (11) are to be completed in
     accordance with the provisions of Item 4 of Schedule 13G. All percentages
     are to be rounded off to the nearest tenth (one place after decimal
     point).

(10) Check if the aggregate amount reported as beneficially owned in row (9)
     does not include shares as to which beneficial ownership is disclaimed
     pursuant to Rule 13d-4 (17 CFR 240.13d-4) under the Securities Exchange
     Act of 1934.

(12) Type of Reporting Person -- Please classify each "reporting person"
     according to the following breakdown (see Item 3 of Schedule 13G and 
     place the appropriate symbol on the form:

            Category                               Symbol
         Broker Dealer                               BD 
         Bank                                        BK
         Insurance Company                           IC
         Investment Company                          IV
         Investment Adviser                          IA
         Employee Benefit Plan, Pension Fund,
           or Endowment Fund                         EP
         Parent Holding Company/Control Person       HC
         Savings Association                         SA
         Church Plan                                 CP
         Corporation                                 CO
         Partnership                                 PN
         Individual                                  IN
         Other                                       OO

Notes:

     Attach as many copies of the second part of the cover page as are 
needed, one reporting person per page.

     Filing persons may, in order to avoid unnecessary duplication, answer
items on the schedules (Schedule 13D, 13G or 14D-1) by appropriate cross
references to an item or items on the cover page(s). This approach may only be
used where the cover page item or items provide all the disclosure required by
the schedule item. Moreover, such a use of a cover page item will result in 
the item becoming a part of the schedule and accordingly being considered as
"filed" for purposes of Section 18 of the Securities Exchange Act or otherwise
subject to the liabilities of that section of the Act.

     Reporting persons may comply with their cover page filing requirements by
filing either completed copies of the blank forms available from the
Commission, printed or typed facsimiles, provided the documents filed have
identical formats to the forms prescribed in the Commission's regulations and
meet existing Securities Exchange Act rules as to such matters as clarity and
size (Securities Exchange Act Rule 12b-12).

              SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 13G

     Under Sections 13(d), 13(g), and 23 of the Securities Exchange Act of 1934
and the rules and regulations thereunder, the Commission is authorized to
solicit the information required to be supplied by this schedule by certain
security holders of certain issuers.

                               Page 3 of 6 pages

    
<PAGE>   4
     Disclosure of the information specified in this schedule is mandatory,
except for I.R.S. identification numbers, disclosure of which is voluntary.
The information will be used for the primary purpose of determining and
disclosing the holdings of certain beneficial owners of certain equity
securities. This statement will be made a matter of public record. Therefore,
any information given will be available for inspection by any member of the
public.

     Because of the public nature of the information, the Commission can use it
for a variety of purposes, including referral to other governmental authorities
or securities self-regulatory organizations for investigatory purposes or in
connection with litigation involving the Federal securities laws or other civil,
criminal or regulatory statutes or provisions. I.R.S. identification numbers, if
furnished, will assist the commission in identifying security holders and,
therefore, in promptly processing statements of beneficial ownership of
securities.

Failure to disclose the information requested by this schedule, except
for I.R.S. identification numbers, may result in civil or criminal action
against the persons involved for violation of the Federal securities laws and
rules promulgated thereunder.

                              GENERAL INSTRUCTIONS

A.  Statements filed pursuant to Rule 13d-1(b) containing the information
    required by this schedule shall be filed not later than February 14
    following the calendar year covered by the statement or within the time
    specified in Rules 13d-1(b)(2) and 13d-2(c). Statements filed pursuant to
    Rule 13d-1(c) shall be filed within the time specified in Rules 13d-1(c),
    13d-2(b) and  13d-2(d). Statements filed pursuant to Rule 13d-1(d) shall
    be filed not later than February 14 following the calendar year covered by
    the statement pursuant to Rules 13d-1(d) and 13d-2(b).

B.  Information contained in a form which is required to be filed by rules
    under section 13(f) (15 U.S.C. 78m(f)) for the same calendar year as that
    covered by a statement on this schedule may be incorporated by reference
    in response to any of the items of this schedule. If such information is
    incorporated by reference in this schedule, copies of the relevant pages
    of such form shall be filed as an exhibit to this schedule.

C.  The item numbers and captions of the items shall be included but the text
    of the items is to be omitted. The answers to the items shall be so
    prepared as to indicate clearly the coverage of the items without
    referring to the text of the items. Answer every item. If an item is
    inapplicable or the answer is in the negative, so state.


ITEM 1:      

      (a)    Name of Issuer:  Concord Communications, Inc.

      (b)    Address of Issuer's Principal Executive Offices:

             33 Boston Post Rd. West
             Marlboro, MA 01752

ITEM 2:

      (a)    Name of Person Filing:  Shott Capital Management, LLC

      (b)    Address of Principal Business Office or, if none, Residence:

             601 California St., Ste. 801
             San Francisco, CA 94108

      (c)    Citizenship: Delaware (USA)

      (d)    Title of Class of Securities:  Common Stock

      (e)    CUSIP Number:  206186108

ITEM 3: IF THIS STATEMENT IS FILED PURSUANT TO SECTIONS 240.13d-1(b) OR
        240.13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:   

      (a)    [ ] Broker or dealer registered under section 15 of the Act
                 (15 U.S.C. 78o).

      (b)    [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

      (c)    [ ] Insurance company as defined in section 3(a)(19) of the Act
                 (15 U.S.C. 78c).

      (d)    [ ] Investment company registered under section 8 of the Investment
                 Company Act of 1940 (15 U.S.C. 80a-8).

      (e)    [X] An investment adviser in accordance with section
                 240.13d-1(b)(1)(ii)(E);

      (f)    [ ] An employee benefit plan or endowment fund in accordance with
                 section 240.13d-1(b)(1)(ii)(F);

      (g)    [ ] A parent holding company or control person in accordance with
                 section 240.13d-1(b)(1)(ii)(G);

      (h)    [ ] A savings association as defined in Section 3(b) of the
                 Federal Deposit Insurance Act (12 U.S.C. 1813);

      (i)    [ ] A church plan that is excluded from the definition of an
                 investment company under section 3(c)(14) of the Investment
                 Company Act of 1940 (15 U.S.C. 80a-3);

                               Page 4 of 6 pages
<PAGE>   5
      (j)    [ ] Group, in accordance with Section 240.13d-1(b)(1)(ii)(J).

ITEM 4:      OWNERSHIP.

     Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in ITEM 1.

      (a)    Amount beneficially owned:  1,283,820

      (b)    Percent of class:  10.4%

      (c)    Number of shares as to which the person has:

             (i)   Sole power to vote or to direct the vote:  1,269,676

             (ii)  Shared power to vote or to direct the vote:  NA

             (iii) Sole power to dispose or to direct the disposition of:
                                                              1,283,820

             (iv)  Shared power to dispose or to direct the disposition of:
                                                                NA
      
        Instruction. For computations regarding securities which represent a
right to acquire an underlying security see Section 240.13d-3(d)(l)

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 [ ].

Instruction. Dissolution of a group requires a response to this item.
    
ITEM 6:      OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.

     All securities reported in this schedule are owned by advisory clients of
Shott Capital Management, LLC. To the knowledge of Shott Capital Management,
LLC. only one of such advisory clients, Ameritech Pension Trust owns more than
5% of the class. Shott Capital Management, LLC disclaims beneficial ownership of
all such securities.

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.


                                Page 5 of 6 Pages

<PAGE>   6
ITEM 10:     CERTIFICATION.

             By signing below I certify that, to the best of my knowledge and
             belief, the securities referred to above were acquired and are 
             held in the ordinary course of business and were not acquired
             and are not held for the purpose of or with the effect of 
             changing or influencing the control of the issuer of the 
             securities and were not acquired and are not held in connection 
             with or as a participant in any transaction having that purpose
             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.



                                                    May 6, 1998
                                              ------------------------------
                                                        Date



                                              /s/ GEORGE B. SHOTT
                                              ------------------------------
                                                       Signature

                                              George B. Shott, 
                                              Senior Managing Director
                                              ------------------------------
                                                         Name/Title


     The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is 
signed on behalf of a person by his authorized representative other than an 
executive officer or general partner of the filing person, evidence of the
representative's authority to sign on behalf of such person shall be filed 
with the statement, provided, however, that a power of attorney for this
purpose which is already on file with the Commission may be incorporated by
reference. The name and any title of each person who signs the statement shall
be typed or printed beneath his signature.

NOTE: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See section 240.13d-7 for other
parties for whom copies are to be sent.

     ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE
FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001)

                               Page 6 of 6 Pages


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