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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. _______)
Xerographic Laser Images Corporation
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
984118-10-9
-------------------------------
(CUSIP Number)
Check the following box if a fee is being paid with this statement |_|.
A fee is not required only if the filing person: (1) has a previous statement
on file reporting beneficial ownership of more than five percent of the class
of securities described in Item i; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
*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).
CUSIP No. 984118-10-9 Page 2 of 5 Pages
--------------- --- ---
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Anthony D. D'Amelio
###-##-####
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
_
(a) |_|
_
(b) |_|
3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
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5. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
SOLE VOTING POWER
Common Stock 434,887 Shares
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6. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
SHARED VOTING POWER
N/A
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7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
SOLE DISPOSITIVE POWER
434,887 Shares
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8. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
SHARED DISPOSITIVE POWER
N/A
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Common Shares 434,887 Shares
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10. CHECK BOX IF AGGREGATE AMOUNT IN ROW (3) EXCLUDES CERTAIN SHARES*
*Warrants 138,000
Preferred Stock 6,000
Options (which are exercisable) 61,667
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11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
21.3%
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12. TYPE OF REPORTING*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
INSTRUCTIONS FOR SCHEDULE 13G
Instructions for Cover Page
(1) Names and Social Security 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 are also requested to furnish
their Social Security or 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 such membership is expressly affirmed, please check
row 2(a). If the membership is a group disclaimed or the reporting person
describes a relationship with other persons but does not affirm the existence
of a group, please check row 2(b) [unless a joint filing pursuant to Rule
13d-1(e)(1) 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 the decimal point).
(10) Check if the aggregate amount reported as beneficially owned in
row (9) does not include shares 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 Advisor IA
Employee Benefit Plan, Pension Fund
or Endowment Fund EP
Parent Holding Company HC
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
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 the cover page item will result in the item
becoming a part of the schedule and accordingly being considered a "filed"
for purpose of Section 18 of the Securities Exchange Act or otherwise subject
to liabilities of the 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, or computer printed 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.
Disclosures of the information specified in this schedule is mandatory,
except for Social Security or 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 will be available for inspection by any
member of the public.
Because of the nature of the information, the Commission can utilize
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
law or other civil, criminal or regulatory statues or provisions. Social
Securities or I.R.S identification numbers, if furnished, will assist the
Commission in identifying securities and, therefore, in promptly processing
statements of beneficial ownership of securities.
Failure to disclose the information requested by this schedule,
except for Social Security or 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 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 Rule 13d-1(b)(2), if applicable.
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 the statement in 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 a 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
Xerographic Laser Images Corporation
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(b) Address of Issuer's Principal Executive Offices
101 Billerica Avenue
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North Billerica, MA 01864
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Item 2.
(A) Name of Person Filing
Anthony D. D'Amelio
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(b) Address of Principal Business Office or, if none, Residence
101 Billerica Avenue
North Billerica, MA 01862
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(c) Citizenship
U.S.A.
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(d) Title of Class of Securities
Common Stock
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(e) CUSIP Number
984118-10-9
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Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b),
check whether the person filing is a: N/A
_
(a) |_| Broker or Dealer registered under Section 15 of the Act
_
(b) |_| Bank as defined in section 3(a)(19) 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 Advisors 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 &240.13d-1(b)(ii)(0)(F)
_
(g) |_| Parent Holding Company, in accordance with
&240.13d-1(b)(ii)(0) (Note: See Item 7)
_
(h) |_| Group, in accordance with &240.13d-1(b)(ii)(H)
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, provided the
following information as of that date and identify those shares which there
is a right to acquire.
(a) Amount Beneficially Owned
N/A
---------------------------------
(b) Percent of Class
N/A
---------------------------------
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
434,887 Shares of Common Stock
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(ii) shared power to vote or to direct the vote
N/A
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(iii) sole power to dispose or to direct the disposition of
434,887 Shares of Common Stock
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(iv) shared power to dispose to direct the disposition of
N/A
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Instruction: For computations regarding securities which represent a right
to acquire an underlying security see Rule 13d-3(d)(1).
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.
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 benefit plan, pension fund or endowment fund
is not required.
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.
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 had filed this
schedule pursuant to rule 13d-19c0, attach an exhibit stating the identity
of each member of the group.
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 or will be filed, if
required, by members of the group, in their individual capacity.
See Item 5.
Item 10. Certification
The following certification 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 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.
2/12/98
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Date
/S/ Anthony D. D'Amelio
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Signature
Anthony D. D'Amelio, President & CEO
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Name/Title
