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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. __________)
BITWISE DESIGNS INC.
________________________________________________________________________________
(Name of Issuer)
Common Stock, $.001 par value per share
________________________________________________________________________________
(Title of Class of Securities)
091747105
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(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 1; 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).
Page 1 of 4 pages
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Page 2 of 4 pages
CUSIP No. 091747105 13G
1 NAME OF REPORTING PERSON
S.S or I.R.S. IDENTIFICATGION NO. OF ABOVE PERSON
Polaris Partners L.P.
EIN 13-3419600
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OR ORGANIZATION
Delaware
5 SOLE VOTING POWER
NUMBER OF 400,000
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH 400,000
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
400,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.4%
12 TYPE OF REPORTING PERSON*
PN
*SEE INSTRUCTION BEFORE FILLING OUT!
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Page 3 of 4 pages
SCHEDULE 13G
ITEM 1.
(a) The name of the issuer is Bitwise Designs, Inc. (the 'Issuer').
(b) The Issuer's executive office is located at Technology Center,
Rotterdam Industrial Park, Schenectady, NY 12306.
ITEM 2.
(a) The person filing this statement is Polaris Partners L.P. ('Polaris').
(b) Polaris is located at 530 Fifth Avenue, New York, NY 10036.
(c) Polaris was organized under the laws of Delaware.
(d) The security is common stock, $.001 par value per share.
(e) The CUSIP Number of the security is 091747105.
ITEM 3.
(a) Polaris is an investment partnership.
ITEM 4.
(a) Polaris is the beneficial owner of 400,000 shares of the security.
(b) The amount of shares of the security beneficially owned by Polaris is
5.4% of the total outstanding shares of the security.
(c)(i) Polaris has the sole power to vote or to direct the vote of 400,000
shares of the security.
(ii) Not applicable.
(iii) Polaris has the sole power to dispose or to direct the disposition
of 400,000 shares of the security.
(iv) Not applicable.
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Page 4 of 4 pages
ITEM 5.
Not applicable.
ITEM 6.
No 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, the
securities.
ITEM 7.
Not applicable.
ITEM 8.
Not applicable.
ITEM 9.
Not applicable.
ITEM 10.
After reasonable inquiry and to the best of my klnowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
June 23, 1998 Polaris Partners L.P.
- ------------- by Polaris Managing Partners
Date
by /s/ Peter Melhado
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General Partner
