SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Amendment No. 1)
Under the Securities Exchange Act of 1934
VISION TWENTY-ONE, INC.
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(Name of Issuer)
Common Stock, $.01 par value
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(Title of Class of Securities)
92831N 10 1
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(CUSIP Number)
Gregory L. Wilson
Chief Financial Officer
LaserSight Incorporated
12161 Lackland Road
St. Louis, Missouri 63146
(314) 576-1563
Copy to:
Sonnenschein Nath & Rosenthal
One Metropolitan Square
Suite 3000
St. Louis, Missouri 63102
(314) 241-1800
Attn: Timothy L. Elliott, Esq.
J. Timothy Gorman, Esq.
(Name, Address and Telephone Number of Persons
Authorized to Receive Notices and Communications)
March 10, 1998
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(Date of Event which Requires
Filing of this Statement)
<PAGE>
CUSIP No. 92831N 10 1 13D Page 2 of 5 Pages
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 [ ]
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.
(Continued on following page(s))
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CUSIP No. 92831N 10 1 13D Page 3 of 5 Pages
1. NAME OF REPORTING PERSON LASERSIGHT INCORPORATED
S.S. OR I.R.S. IDENTIFICATION NO. 65-0273162
2. CHECK THE APPROPRIATE BOX (a) [ ]
IF A MEMBER OF A GROUP (b) [X]
3. SEC USE ONLY
4. SOURCE OF FUNDS OO
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF 7. SOLE VOTING POWER 651,815
SHARES
8. SHARED VOTING POWER -0-
BENEFICIALLY
OWNED BY EACH 9. SOLE DISPOSITIVE POWER 651,815
REPORTING
10. SHARED DISPOSITIVE POWER -0-
PERSON WITH
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 651,815
12. CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.3%
14. TYPE OF REPORTING PERSON CO
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CUSIP No. 92831N 10 1 13D Page 4 of 5 Pages
This Amendment No. 1 ("Amendment") amends the Statement on Schedule 13
D (the "Statement"), filed by LaserSight on January 9, 1998. Capitalized terms
used herein and not defined herein shall have the meanings ascribed to them in
the Statement.
Item 5(a) of the Statement is hereby amended as follows:
(a) As of the date hereof, LaserSight beneficially owns that
number of the Vision 21 Shares, which represents approximately 5.3% of
the 12,282,913 Shares outstanding as of March 13, 1998 (based on
information provided to LaserSight by Vision 21). Thomas Quinn, a
LaserSight director, beneficially owns 46,050 or 0.4% of the
outstanding Shares (the "Quinn Shares"). To LaserSight's knowledge,
none of its other executive officers or directors beneficially owns any
Shares.
Item 5(c) of the Statement hereby amended and restated in its entirety
as follows:
(c) Except for the sale of 168,270 of the Vision 21 Shares
(the "Liquidation Shares") (representing approximately 21% of the
total) by LaserSight to Vision 21 on or about March 10, 1998, neither
LaserSight nor, to its knowledge, any of its executive officers or
directors has effected any transactions in Shares during the past 60
days.
The Liquidation Shares were repurchased by Vision 21 at a
price equal to $9.50 per share in accordance with the terms of the
Stock Distribution Agreement. That agreement requires Vision 21 to
liquidate the Vision 21 Shares by a sale through a market maker
designated by Vision 21 pursuant to a shelf registration statement or a
private placement, or its repurchase of the Vision 21 Shares (the
alternative utilized to liquidate the Liquidation Shares). To date,
LaserSight has received $1,548,084 of the $1,598,565 total proceeds
payable by Vision 21 in connection with the purchase and sale of the
Liquidation Shares. The Stock Distribution Agreement provides that the
remaining balance of the Vision 21 Shares is to be liquidated pursuant
to the following schedule (or sooner, at Vision 21's option):
Month Approximate
(1998) Percentage
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March........... 26%
April........... 35%
May............. 39%
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Total........ 100%
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<PAGE>
CUSIP No. 92831N 10 1 13D Page 5 of 5 Pages
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.
Date: March 18, 1998
LASERSIGHT INCORPORATED
By: \s\ Gregory L. Wilson
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Gregory L. Wilson
Chief Financial Officer
