<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G**
Under the Securities Exchange Act of 1934
(Amendment No. 4)
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 10 pages
<PAGE> 2
CUSIP NO. 852323104 SCHEDULE 13G PAGE 2 OF 10 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) [ X ]
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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* [ ]
---------------------------------------------------------------------
(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.7 % (2)
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(12) TYPE OF REPORTING PERSON*
PN
---------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
(1) As exercised by its general partners Dunn Family Trust, David J. Dunn,
Trustee, Jonathan Huberman and Perscilla Faily Trust, Perscilla Faily,
Trustee.
(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 SCHEDULE 13G PAGE 3 OF 10 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) [ X ]
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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 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)
---------------------------------------------------------------------
(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN
SHARES* [ ]
---------------------------------------------------------------------
(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)
---------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
(1) Solely in his capacity as one of three 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 SCHEDULE 13G PAGE 4 OF 10 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) [ X ]
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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 three 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 SCHEDULE 13G PAGE 5 OF 10 PAGES
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
PERSCILLA FAILY TRUST, PERSCILLA FAILY, TRUSTEE
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (A) [ ]
(B) [ X ]
---------------------------------------------------------------------
(3) SEC USE ONLY
---------------------------------------------------------------------
(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*
OO (GRANTOR TRUST FOR INDIVIDUAL)
---------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
(1) Solely in her capacity as one of three 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> 6
CUSIP NO. 852323104 FORM 13G Page 6 of 10 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, and
Amendment No. 3 thereto dated February 3, 1997.
Unless otherwise indicated, all defined terms used herein shall have the same
meanings as those set forth in the Schedule 13G.
As of April 1, 1997, Purkayastha Family Trust-A, Dev Purkayastha, Trustee ("DP")
was no longer a partner of Idanta Partners Ltd., which caused DP'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, DP 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"),
Jonathan Huberman ("JH") and Perscilla Faily, trustee of the
Perscilla Faily Trust (a grantor trust) ("PF"). IPL, DJD, JH
and PF 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 and PF) is:
4660 La Jolla Village Drive, Suite 850
San Diego, California 91222
<PAGE> 7
CUSIP NO. 852323104 FORM 13G Page 7 of 10 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.
PF 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 and PF. 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.
<PAGE> 8
CUSIP NO. 852323104 FORM 13G Page 8 of 10 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 and PF. JH owns no shares individually.
PF: (a) Because of her position as general partner of IPL
(which owns 1,749,503 shares of the Stock), PF 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 her capacity as a general partner of IPL, PF
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. PF shares this power
with DJD and JH. PF 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 partially 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 April 1, 1997, DP was no longer a
partner of Idanta Partners Ltd., which caused DP'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, DP 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.
<PAGE> 9
CUSIP NO. 852323104 FORM 13G Page 9 of 10 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 6, 1998
IDANTA PARTNERS LTD.
a Texas limited partnership
by: /s/ David J. Dunn /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
PURKAYASTHA FAMILY TRUST
by: /s/ Dev Purkayastha
-----------------------------
Dev Purkayastha, Trustee
PERSCILLA FAILY TRUST
by: /s/ Perscilla Faily
-----------------------------
Perscilla Faily, Trustee
JONATHAN HUBERMAN
by: /s/ Jonathan Huberman
-----------------------------
Jonathan Huberman
<PAGE> 10
CUSIP NO. 852323104 FORM 13G Page 10 of 10 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
PURKAYASTHA FAMILY TRUST
by: /s/ Dev Purkayastha
-----------------------------
Dev Purkayastha, Trustee
PERSCILLA FAILY TRUST
by: /s/ Perscilla Faily
-----------------------------
Perscilla Faily, Trustee
JONATHAN HUBERMAN
by: /s/ Jonathan Huberman
-----------------------------
Jonathan Huberman
