ILLINOIS SUPERCONDUCTOR CORPORATION
SC 13D/A, 2000-04-04
INSTRUMENTS FOR MEAS & TESTING OF ELECTRICITY & ELEC SIGNALS
Previous: OCCUPATIONAL HEALTH & REHABILITATION INC, S-8, 2000-04-04
Next: PATTERSON ENERGY INC, S-3, 2000-04-04



<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

SCHEDULE 13D/A

UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 7)*
ILLINOIS SUPERCONDUCTOR CORP.
- -----------------------------------------
(Name of Issuer)
Common Stock
- -----------------------------------------
(Title of Class Securities)
452284102
- -----------------------------------------
(CUSIP Number)
David J. Allen, Esquire, 290 South County Farm Rd., Third
Floor, Wheaton, IL 60187-4526 (630) 588-7200
- -----------------------------------------
(Name, Address and Telephone Number of Person Authorized to
Receive Notice and Communications)
March 27, 2000
- -----------------------------------------
(Date of Event which Requires Filing of this Statement)

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
Section 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box / /.

Note: Schedules filed in paper format shall include a
signed original and five copies of the schedule,
including all exhibits.  See Section 240.13d-7 for other
parties to whom copies are to be sent.

*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
disclosures provided in a prior cover page.

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
(however, see the Notes).

<PAGE> 2
SCHEDULE 13D/A
CUSIP NO. 452284102    PAGE 2 OF 5 PAGES

1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Alexander Finance, L.P.

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP(See
Instructions)
(a)/ /
(b)/ /

3 SEC USE ONLY

4 SOURCE OF FUNDS(See Instructions)
WC

5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e)/  /

6 CITIZENSHIP OR PLACE OR ORGANIZATION
ILLINOIS LIMITED PARTNERSHIP
              7 SOLE VOTING POWER
NUMBER OF       29,907,329 SHARES
SHARES
BENEFICIALLY  8 SHARED VOTING POWER
OWNED BY        0
EACH
REPORTING     9 SOLE DISPOSITIVE POWER
PERSON          29,907,329 SHARES
WITH         10 SHARED DISPOSITIVE POWER
                0

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
29,907,329 SHARES

12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES(See Instructions)/  /

13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
51.4%

14 TYPE OF REPORTING PERSON*
PN

<PAGE> 3
Page 3 of 5 Pages

Item 1.  Security and Issuer

This 13(d) amendment statement relates to the common stock,
par value $.001 per share (the "Common Stock"), issued by
Illinois Superconductor, Corp., a Delaware corporation (the
"Company"), whose principal executive offices are located at
451 Kingston Court, MT. Prospect, IL 60056.

Item 2.  Identity and Background

(a) The statement is filed by Alexander Finance, L.P., an
Illinois limited partnership ("Alexander").  The foregoing
person is hereafter referred to as the "Filer".

Item 5.  Interest in Securities of the Issuer.

As described in Schedule A, Alexander exercised its Option.
Because Alexander had previously reported the Option, the
exercise of the Option did not change the beneficial
ownership reporting of Alexander with respect to the Common
Stock.

(a) Following the transactions described in 5(c) below,
Alexander, if it exercised its options and warrants and
converted its convertible notes, all as described below,
would beneficially own an aggregate of 29,907,329 shares of
Common Stock, constituting 51.4% of all of the outstanding
shares of Common Stock, assuming no other investor exercises
any options or warrants, or converted notes held by such
investor.  Alexander currently holds the following securities
of the Issuer:

- - $1,333,333 face amount of the Issuer's 6% Senior
Convertible Notes due May 15, 2002 ("6% Notes") which,
together with accrued interest thereon, are presently
convertible into 5,656,888 shares of Common Stock,

- - $804,778 face amount of the Issuer's 2% Senior
Convertible Notes due May 15, 2002 ("2% Notes") which,
together with accrued interest thereon, are presently
convertible into 3,340,723 shares of Common Stock,

- - $1,972,222 face amount of the Issuer's 2% Senior
Convertible Notes due May 15, 2002 ("Amended 2% Notes")
which, together with accrued interest thereon, are presently
convertible into 8,505,974 shares of Common Stock,

<PAGE> 4
Page 4 of 5 Pages

- - $2,666,664 face amount of the Issuer's 10% Notes due
January 2, 2001 ("10% Notes") which, together with accrued
interest thereon, are presently convertible into 10,803,446
shares of Common Stock,

- - Warrants expiring on November 5, 2004 ($.25 strike price)
presently exercisable for 1,066,668 shares of Common Stock
("10% Warrants"),

- - Warrants expiring on March 31, 2002 ($.25 strike price)
presently exercisable for 533,334 shares of Common Stock ("6%
Warrants"),

- - 296 shares of Common Stock

(c) The transactions effected by the Filer during the past
sixty (60) days are set forth on Schedule A excluding
transactions previously reported in the Filer's previous
Schedule 13(d) statements.

(e) Not applicable.


<PAGE> 5
Page 5 of 5 Pages

SIGNATURES

After reasonable inquiry and to the best of its knowledge and
belief, the undersigned each certifies that the information
with respect to it set forth in this statement is true,
complete and correct.

Dated:  April 4, 2000

Alexander Finance, L.P.

By:/s/ Bradford T. Whitmore
   ------------------------
       Bradford T. Whitmore
       President:  Bun Partners, Inc.
       Its:  General Partner

SCHEDULE A

TRADE ACTIVITY FOR ILLINOIS SUPERCONDUCTOR EFFECTED BY
ALEXANDER
<TABLE>
<CAPTION>
                       Amount of Shs.        Price per
Date      Security     Bought (Sold)         Share
<S>       <C>          <C>                   <C>
03/27/00  10% Notes    $1,777,776 (face amt) *
03/27/00  10% Warrants    711,112            *
</TABLE>
* Alexander purchased for $1,777,776.00 the 10% Notes and the
10% Warrants pursuant to an option granted by the Company on
November 5, 1999.




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission