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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. 2 )*
IMRS Inc.
(Name of Issuer)
Common Stock, $.01 par value per share
(Title of Class of Securities)
449696-10-3
(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 l; 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).
SEC 1745 (2/92) Page 1 of 7 pages
CUSIP No. 44 9696-10-3 13G Page 2 of 7 Pages
1. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
James A. Perakis SS# ###-##-####
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) __
(b) __
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
NUMBER OF 5. SOLE VOTING POWER
SHARES 500,000
BENEFICIALLY
OWNED BY 6. SHARED VOTING POWER
EACH -0-
REPORTING
PERSON 7. SOLE DISPOSITIVE POWER
WITH 500,000
8. SHARED DISPOSITIVE POWER
-0-
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
500,000 shares
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.0%
12. TYPE OF REPORTING PERSON *
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
Page 2 of 7 pages
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 in a group is 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-l(e)(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 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 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
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, 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.
Page 3 of 7 pages
Disclosure 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 given will be
available for inspection by any member of the public.
Because of the public 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 laws or other civil, criminal or regulatory statutes
or provisions. Social Security or 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 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-l(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 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) Number of Issuer IMRS Inc.
(b) Address of Issuer's Principal
Executive Offices 777 Long Ridge Road,
Stamford, CT 06902
ITEM 2.
(a) Name of Person Filing James A. Perakis
(b) Address of Principal Business Office or,
if none, Residence 777 Long Ridge Road,
Stamford, CT 06902
(c) Citizenship USA
(d) Title of Class of Securities Common Stock,
$.01 par value per share
(e) CUSIP Number 449696-10-3
ITEM 3. IF THIS STATEMENT IS 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 this 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 Employee Retirement Income
Security Act of 1974 or Endowment Fund; see Rule 13d-
1(b)(1)(ii)(F)
(g) __ Parent Holding Company, in accordance with Rule 13d-
1(b)(ii)(G) (Note: See Item 7)
(h) __ Group, in accordance with Rule 13d-1(b)(1)(ii)(H)
(Not Applicable)
Page 4 of 7 pages
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-l(b)(2), if applicable, exceeds 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 500,000 shares of Common Stock
(b) Percent of Class 7.0% - Calculated based on the
7,100,368 shares of Common Stock
reported to be outstanding in the
Quarterly Report on Form 10-Q of
IMRS Inc. for the quarterly period
ended December 31, 1993.
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote 500,000
(ii) shared power to vote or to direct the vote -0-
(iii) sole power to dispose or to direct the disposition of 500,000
(iv) shared power to dispose or to direct the disposition of -0-
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 __.
(Not Applicable)
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.
(Not Applicable)
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-
l(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-
l(c), attach an exhibit stating the identification of the relevant
subsidiary. (Not Applicable)
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
If a group has filed this schedule pursuant to Rule 13d-l(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 has filed
this
schedule pursuant to Rule 13d-l(c), attach an exhibit stating the
identity of each member of the group. (Not Applicable)
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 on will be filed, if required, by
members of the group, in their individual capacity. See Item 5.
(Not Applicable)
Page 5 of 7 pages
ITEM 10. CERTIFICATION
The following certification shall be included if the statement is filed
pursuant to Rule 13d-l(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 purposes or effect.
Not Applicable. Not filed pursuant to Rule 13d-1(b).
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 10, 1994
__________________________
Date
s/James A. Perakis
__________________________
Signature
James A. Perakis, CEO-IMRS Inc.
__________________________
Name/Title
Page 6 of 7 pages
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: Six copies of this statement, including all exhibits, should be
filed with the Commission.
ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE
FEDERAL CRIMINAL VIOLATIONS
(SEE 18 U.S.C. 1001)
Page 7 of 7 pages
