<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G**
Under the Securities Exchange Act of 1934
(Amendment No. 5)*
STAC, INC.
- --------------------------------------------------------------------------------
(Name of Issuer)
COMMON STOCK, NO PAR VALUE
- --------------------------------------------------------------------------------
(Title and Class of Securities)
852323104
- --------------------------------------------------------------------------------
(CUSIP Number)
*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).
** The total number of shares reported herein is 2,101,003 which constitutes
approximately 8.0% of the total number of shares outstanding. All ownership
percentages set forth herein assume that there are 26,218,747 shares
outstanding.
Page 1 of 9 Pages
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CUSIP NO. 852323104 FORM 13G PAGE 2 OF 9 PAGES
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
IDANTA PARTNERS LTD.
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [XX]
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(3) SEC USE ONLY
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(4) CITIZENSHIP OR PLACE OF ORGANIZATION
TEXAS, UNITED STATES OF AMERICA
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(5) SOLE VOTING POWER
NUMBER OF 1,749,503(1)
SHARES --------------------------------------------------------
BENEFICIALLY (6) SHARED VOTING POWER
OWNED BY -0-
EACH --------------------------------------------------------
REPORTING (7) SOLE DISPOSITIVE POWER
PERSON WITH 1,749,503(1)
--------------------------------------------------------
(8) SHARED DISPOSITIVE POWER
-0-
--------------------------------------------------------
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,749,503
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(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN
SHARES* [ ]
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(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.7%(2)
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(12) TYPE OF REPORTING PERSON*
PN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
(1) As exercised by its general partners Dunn Family Trust, David J. Dunn,
Trustee, and Jonathan Huberman.
(2) Assumes, pursuant to Rule 13d-3(d)(1)(I) of the Act, that there are
26,218,747 shares of the Stock outstanding.
<PAGE> 3
CUSIP NO. 852323104 FORM 13G PAGE 3 OF 9 PAGES
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
DUNN FAMILY TRUST, DAVID J. DUNN, TRUSTEE
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [XX]
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(3) SEC USE ONLY
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(4) CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES OF AMERICA
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(5) SOLE VOTING POWER
NUMBER OF 351,500
SHARES --------------------------------------------------------
BENEFICIALLY (6) SHARED VOTING POWER
OWNED BY 1,749,503(1)
EACH --------------------------------------------------------
REPORTING (7) SOLE DISPOSITIVE POWER
PERSON WITH 351,500
--------------------------------------------------------
(8) SHARED DISPOSITIVE POWER
1,749,503(1)
--------------------------------------------------------
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,101,003(2)
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(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN
SHARES* [ ]
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(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.0%(3)
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(12) TYPE OF REPORTING PERSON*
OO (GRANTOR TRUST FOR INDIVIDUAL)
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
(1) Solely in his capacity as one of two general partners of Idanta Partners
Ltd.
(2) By virtue of (1) and his individual ownership of 351,500 shares of the
Stock.
(3) Assumes, pursuant to Rule 13d-3(d)(1)(I) of the Act, that there are
26,218,747 shares of the Stock outstanding.
<PAGE> 4
CUSIP NO. 852323104 FORM 13G PAGE 4 OF 9 PAGES
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
JONATHAN HUBERMAN
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [XX]
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(3) SEC USE ONLY
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(4) CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES OF AMERICA
---------------------------------------------------------------------
(5) SOLE VOTING POWER
NUMBER OF -0-
SHARES --------------------------------------------------------
BENEFICIALLY (6) SHARED VOTING POWER
OWNED BY 1,749,503(1)
EACH --------------------------------------------------------
REPORTING (7) SOLE DISPOSITIVE POWER
PERSON WITH -0-
--------------------------------------------------------
(8) SHARED DISPOSITIVE POWER
1,749,503(1)
--------------------------------------------------------
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,749,503(2)
---------------------------------------------------------------------
(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN
SHARES* [ ]
---------------------------------------------------------------------
(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.7%(3)
---------------------------------------------------------------------
(12) TYPE OF REPORTING PERSON*
IN
---------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
(1) Solely in his capacity as one of two general partners of Idanta Partners
Ltd.
(2) By virtue of (1).
(3) Assumes, pursuant to Rule 13d-3(d)(1)(I) of the Act, that there are
26,218,747 shares of the Stock outstanding.
<PAGE> 5
CUSIP NO. 852323104 FORM 13G Page 5 of 9 Pages
Pursuant to Rule 13d-2(b) of Regulation 13D-G of the General Rules and
Regulations under the Securities Exchange Act of 1934, as amended (the "Act"),
the undersigned hereby amend their schedule 13G Statement dated February 12,
1993, relating to the Common Stock, no par value per share (the "Stock"), of
Stac, Inc. (the "Issuer"), as heretofore amended by:
Amendment No. 1 thereto dated February 12, 1994;
Amendment No. 2 thereto dated February 13, 1995;
Amendment No. 3 thereto dated February 3, 1997; and
Amendment No. 4 thereto dated February 6, 1998.
Unless otherwise indicated, all defined terms used herein shall have the same
meanings as those set forth in the Schedule 13G.
As of January 1, 1998, Perscilla Faily Trust, Perscilla Faily, Trustee ("PF")
was no longer a partner of Idanta Partners Ltd., which caused PF's beneficial
ownership of the Common Stock of the Company, as determined in accordance with
Rule 13d-3, to thereafter constitute less than 5% of the outstanding Common
Stock of the Company. Accordingly, PF is no longer a Reporting Person, as
defined in this Schedule 13G.
Item 2 as reported in the Schedule 13D is hereby amended as follows:
Item 2(a). Name of Person Filing.
Pursuant to Rules 13d-1(f)(1)-(2) of Regulation 13D-G of the
General Rules and Regulations under the Securities Exchange Act
of 1934, as amended (the "Act"), the undersigned hereby file this
Schedule 13G Statement on behalf of Idanta Partners Ltd., a Texas
limited partnership ("IPL"), David J. Dunn, trustee of the Dunn
Family Trust (a grantor trust) ("DJD") and Jonathan Huberman
("JH"). IPL, DJD, and JH are sometimes hereinafter referred to as
the "Reporting Persons." The Reporting Persons are making this
single, joint filing because they may be deemed to constitute a
"group" within the meaning of Section 13(d)(3) of the Act,
although neither the fact of this filing nor anything contained
herein shall be deemed to be an admission by the Reporting
Persons that a group exists.
Item 2(b). Address of Principal Business Office, or if none, Residence.
The principal business office address of all Reporting Persons
(IPL, DJD, JH) is:
4660 La Jolla Village Drive, Suite 850
San Diego, California 91222
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CUSIP NO. 852323104 FORM 13G Page 6 of 9 Pages
Item 2(c). Citizenship.
IPL is a Texas limited partnership.
DJD is a citizen of the United States of America.
JH is a citizen of the United States of America.
Item 2(d). Title of Class of Securities.
This Schedule 13G Statement relates to the Common Stock, no par
value, of the Issuer (the "Stock").
Item 2(e) CUSIP Number.
The CUSIP Number of the Stock is 852323104.
Item 4. Ownership.
Item 4 as reported in the schedule 13G is hereby amended as follows:
IPL: (a) The aggregate number of shares of the Stock that IPL
owns beneficially, pursuant to Rule 13d-3 of the Act, is
1,749,503,
(b) which constitutes approximately 6.7% of the assumed
26,218,747 outstanding shares of the Stock.
(c) Acting through its general partners, IPL has the sole
power to vote or to direct the vote and to dispose or to
direct the disposition of 1,749,503 shares of the Stock.
DJD: (a) Because of his position as general partner of IPL
(which owns 1,749,503 shares of the Stock) and because of
his individual ownership of 351,500 shares of the Stock,
DJD may pursuant to Rule 13d-3 of the Act, be deemed to be
beneficial owner of 2,101,003 shares in the aggregate,
(b) which constitutes approximately 8.0% of the assumed
26,218,747 outstanding shares of the Stock.
(c) In his capacity as a general partner of IPL, DJD has
the shared power to vote or to direct the vote and to
dispose or to direct the disposition of 1,749,503 shares
of the Stock. DJD shares this power with JH. DJD also has
the sole power to vote or direct the vote and to dispose
or to direct the disposition of 351,500 shares of the
Stock.
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CUSIP NO. 852323104 FORM 13G Page 7 of 9 Pages
JH: (a) Because of his position as general partner of IPL
(which owns 1,749,503 shares of the Stock), JH may
pursuant to Rule 13d-3 of the Act, be deemed to be
beneficial owner of 1,749,503 shares in the aggregate,
(b) which constitutes approximately 6.7% of the assumed
26,218,747 outstanding shares of the Stock.
(c) In his capacity as a general partner of IPL, JH has
the shared power to vote or to direct the vote and to
dispose or to direct the disposition of 1,749,503 shares
of the Stock. JH shares this power with DJD. JH owns no
shares individually.
Item 5. Ownership of Five Percent or Less of a Class. [XX]
Item 5 as reported in the schedule 13G is hereby amended as follows:
This filing on Schedule 13G is for the purpose of reporting the
fact that the one of the Reporting Persons has ceased to be the
beneficial owner of more than five percent (5%) of the
outstanding shares of the Stock.
As discussed above, as of January 1, 1998, PF was no longer a
partner of Idanta Partners Ltd., which caused PF's beneficial
ownership of the Common Stock of the Company, as determined in
accordance with Rule 13d-3, to thereafter constitute less than 5%
of the outstanding Common Stock of the Company. Accordingly, PF
is no longer a Reporting Person, as defined in this Schedule 13G.
Item 8. Identification and Classification of Members of the Group.
Item 8 as reported in the schedule 13G is hereby amended as follows:
This Schedule 13G Statement is being filed on behalf of each of the
Reporting Persons pursuant to Rules 13d-1(c) and 13d-1(f)(1)(iii). The
agreement required by Rule 13d-1(f)(1)(iii) is attached hereto as
Exhibit A.
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CUSIP NO. 852323104 FORM 13G Page 8 of 9 Pages
Signatures:
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.
Dated: February 20, 1998
IDANTA PARTNERS LTD.
a Texas limited partnership
by: /s/ David J. Dunn by: /s/ Jonathan Huberman
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David J. Dunn, Trustee Jonathan Huberman
Dunn Family Trust General Partner
General Partner
DUNN FAMILY TRUST
by: /s/ David J. Dunn
-----------------------------
David J. Dunn, Trustee
PERSCILLA FAILY TRUST
by: /s/ Perscilla Faily
-----------------------------
Perscilla Faily, Trustee
JONATHAN HUBERMAN
by: /s/ Jonathan Huberman
-----------------------------
Jonathan Huberman
<PAGE> 9
CUSIP NO. 852323104 FORM 13G Page 9 of 9 Pages
EXHIBIT "A"
Pursuant to Rule 13d-1(f)(iii) of Regulation 13D-G of the General Rules and
Regulations of the Securities and Exchange Commission under the Securities
Exchange Act of 1934, as amended, the undersigned agree that the statement to
which this Exhibit is attached is filed on behalf of them in the capacities set
forth hereinbelow.
IDANTA PARTNERS LTD.
a Texas limited partnership
by: /s/ David J. Dunn by: /s/ Jonathan Huberman
----------------------------- ------------------------
David J. Dunn, Trustee Jonathan Huberman
Dunn Family Trust General Partner
General Partner
DUNN FAMILY TRUST
by: /s/ David J. Dunn
-----------------------------
David J. Dunn, Trustee
PERSCILLA FAILY TRUST
by: /s/ Perscilla Faily
-----------------------------
Perscilla Faily, Trustee
JONATHAN HUBERMAN
by: /s/ Jonathan Huberman
-----------------------------
Jonathan Huberman
