UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
ASAHI/AMERICA, INC.
-------------------
(Name of Issuer)
COMMON STOCK
- --------------------------------------------------------------------------------
(Title of Class of Securities)
04338D106
---------
(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).
Page 1 of 7 pages
<PAGE>
- ---------------------------------- ---------------------------
|CUSIP NO. 04338D106 | 13G | Page 2 of 7 Pages |
| ----------- | | --- --- |
- ---------------------------------- ---------------------------
|--------|---------------------------------------------------------------------|
| 1 | NAME OF REPORTING PERSON |
| | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Entities only) |
| | |
| | Leslie B. Lewis |
|--------|---------------------------------------------------------------------|
| 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 |
| | | 925,885 |
| NUMBER OF |--------|---------------------------------------------------|
| SHARES | 6 | SHARED VOTING POWER |
| BENEFICIALLY | | 0 |
| OWNED BY |--------|---------------------------------------------------|
| EACH | 7 | SOLE DISPOSITIVE POWER |
| REPORTING | | 718,628 |
| PERSON |--------|---------------------------------------------------|
| WITH | 8 | SHARED DISPOSITIVE POWER |
| | | 207,257 |
|------------------------------------------------------------------------------|
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
| | |
| | 925,885 |
|--------|---------------------------------------------------------------------|
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN [ ] |
| | SHARES |
| | |
|--------|---------------------------------------------------------------------|
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
| | 27.6% |
|--------|---------------------------------------------------------------------|
| 12 | TYPE OF REPORTING PERSON |
| | IN |
- --------------------------------------------------------------------------------
Page 2 of 7 pages
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Item 1(a). Name of Issuer
--------------
Asahi/America, Inc.
Item 1(b). Address of Issuer's Principal Office
------------------------------------
35 Green Street
Malden, MA 02148
Item 2(a). Name of Person Filing
---------------------
Leslie B. Lewis
Item 2(b). Address of Principal Business Office, or if None, Residence
-----------------------------------------------------------
c/o Asahi/America, Inc.
35 Green Street
Malden, MA 02148
Item 2(c). Citizenship
-----------
United States of America
Item 2(d). Title of Class of Securities
----------------------------
Common Stock
Item 2(e). CUSIP Number
------------
04338D106
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b),
check whether the person filing is a:
(a)[ ] Broker or Dealer registered under Section 15 of the Act
(b)[ ] Bank as defined in Section 3(a)(6) of the Act.
(c)[ ] Insurance Company as defined in Section 3(a)(19) of the Act.
(d)[ ] Investment Company registered under Section 8 of the
Investment Company Act.
(e)[ ] Investment Adviser registered under Section 203 of the
Investment Advisers Act of 1940.
Page 3 of 7 pages
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(f)[ ] Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee Retirement Income Security Act of
1974 or Endowment Fund; See Rule 13d-1(b)(1)(ii)(F).
(g)[ ] Parent Holding company, in accordance with Rule
13d-1(b)(ii)(G) (Note: See Item 7)
(h)[ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(H).
Item 4. Ownership
---------
If the percent of the class owned, as of December 31 of the year
covered by the statement, or as of the last day of any month
described in Rule 13d-1(b)(2), if applicable, exceeds five percent,
provide the following information as of that date and identify those
shares which there is a right to acquire.
(a) Amount Beneficially Owned: 925,885*
(b) Percent of Class: 27.6%
(c) Number of shares as to which such persons has:
(i) sole power to vote or to direct the vote: 925,885*
(ii) shared power to vote or to direct the vote: -0-
(iii) sole power to dispose or to direct the
disposition of: 718,628
(iv) shared power to dispose or to direct the
disposition of: 207,257*
*NOTE: Includes 207,257 shares owned by Wells Fargo Bank, N.A. as
executor of the estate of Alan Baker, over which Mr. Lewis has voting
control pursuant to the terms of a voting trust. Mr. Lewis holds a
currently exercisable option and right of first refusal to purchase
the shares owned by Wells Fargo Bank, N.A.
Item 5. Ownership of Five Percent or Less of a Class.
---------------------------------------------
If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check the
following [ ].
Page 4 of 7 pages
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Item 6. Ownership of More than Five Percent on Behalf of Another Person.
----------------------------------------------------------------
If any 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, such securities, a statement to that effect should be
included in response to this item and, if such interest relates to
more than five percent of the class, such person should be
identified. A listing of the shareholders of an investment company
registered under the Investment Company Act of 1940 or the
beneficiaries of employee benefit plan, pension fund or endowment
fund is not required.
Inapplicable
Item 7. Identification and Classification of the Subsidiary Which Acquired
--------------------------------------------------------------------
the Security Being Reported on by the Parent Holding Company.
---------------------------------------------------------
If a parent holding company has filed this schedule, pursuant to Rule
13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit
stating the identity and Item 3 classification of the relevant
subsidiary. If a parent holding company has filed this schedule
pursuant to Rule 13d-1(c), attach an exhibit stating the
identification of the relevant subsidiary.
Inapplicable
Item 8. Identification and Classification of Members of the Group.
----------------------------------------------------------
If a parent holding company has filed this schedule, pursuant to Rule
13d-1(b)(ii)(H), so indicate under Item 3(h) and attach an exhibit
stating the identity and Item 3 classification of each member of the
group. If a group has filed this schedule pursuant to Rule 13d-1(c),
attach an exhibit stating the identity of each member of the group.
Inapplicable
Item 9. Notice of Dissolution of Group.
-------------------------------
Notice of dissolution of a group may be furnished as an exhibit
stating the date of the dissolution and that all further filings with
respect to transactions in the security reported on
Page 5 of 7 pages
<PAGE>
will be filed, if required, by members of the group, in their
individual capacity. (See Item 5).
Inapplicable
Item 10. Certification.
--------------
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the
ordinary course of business and were not acquired for the purpose of
and do not have the effect of changing or influencing the control of
the issuer of such securities and were not acquired in connection
with or as a participant in any transaction having such purposes or
effect.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
Page 6 of 7 pages
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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: February 12, 1998
--------------------------------------
Signature:/s/ Leslie B. Lewis
----------------------------------
Name/Title: Leslie B. Lewis
--------------------------------
Page 7 of 7 pages
