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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)
Gene Medicine, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
368707105
(CUSIP Number)
- --------------------------------------------------------------------------------
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1 (b)
[ ] Rule 13d-1 (c)
[ ] Rule 13d-1 (d)
*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).
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CUSIP No.368707105 13G
1 NAMES OF REPORTING PERSONS/ BIOTECHNOLOGY INVESTMENT GROUP, L.L.C.
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
06-141-5704
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) X
(b)| |
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF 5 SOLE VOTING POWER
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY
EACH 999,062
REPORTING
PERSON 7 SOLE DISPOSITIVE POWER
WITH
8 SHARED DISPOSITIVE POWER
999,062
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
999,062
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
| |
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.85%
12 TYPE OF REPORTING PERSON
Limited Liability Company
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CUSIP No. 368707105 13G
1 NAMES OF REPORTING PERSONS/ SCHRODERS INCORPORATED
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
13-2621402
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) X
(b)| |
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
5 SOLE VOTING POWER
NUMBER OF 6 SHARED VOTING POWER
SHARES
BENEFICIALLY 35,714
OWNED BY
EACH 7 SOLE DISPOSITIVE POWER
REPORTING
PERSON
WITH
8 SHARED DISPOSITIVE POWER
35,714
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
35,714
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
| |
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
.0024%
12 TYPE OF REPORTING PERSON
Corporation
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CUSIP No. 368707105 13G
1 NAMES OF REPORTING PERSONS/ COLLINSON HOWE VENTURE PARTNERS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
13-3548019
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) X
(b)| |
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
5 SOLE VOTING POWER
NUMBER OF 6 SHARED VOTING POWER
SHARES
BENEFICIALLY 1,047,155
OWNED BY
EACH 7 SOLE DISPOSITIVE POWER
REPORTING
PERSON
WITH
8 SHARED DISPOSITIVE POWER
1,047,155
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,047,155
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
| |
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.2%
12 TYPE OF REPORTING PERSON
Corporation
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CUSIP No. 368707105 13G
1 NAMES OF REPORTING PERSONS/ JEFFREY J. COLLINSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) X
(b)| |
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
5 SOLE VOTING POWER
NUMBER OF 7,713
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY
EACH 1,047,155
REPORTING
PERSON 7 SOLE DISPOSITIVE POWER
WITH
7,713
8 SHARED DISPOSITIVE POWER
1,047,155
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,047,155
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
| |
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.2%
12 TYPE OF REPORTING PERSON
Individual
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CUSIP No. 368707105 13G
1 NAMES OF REPORTING PERSONS/ INDIAN CHASE, INC.
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
06-1348932
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) X
(b)| |
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
5 SOLE VOTING POWER
NUMBER OF 4,666
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY
EACH
REPORTING
PERSON 7 SOLE DISPOSITIVE POWER
WITH
4,666
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,666
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
| |
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
.0003%
12 TYPE OF REPORTING PERSON
Corporation
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Item 1(a) Name of Issuer: GeneMedicine, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
8301 New Trails Drive
The Woodlands, TX 77381-4248
Item 2(a) Name of Person Filing:
Biotechnology Investment Group, L.L.C.
Schroders Incorporated
Collinson Howe Venture Partners, Inc.
Jeffrey J. Collinson
Indian Chase, Inc.
Item 2(b) Address of Principal Business Offices or, if none, Residence:
c/o Collinson Howe Venture Partners, 1055 Washington
Blvd, Stamford, CT 06901 - Biotechnology Investment
Group
787 Seventh Avenue, New York, NY 10019 - Schroders
Incorporated
1055 Washington Blvd, Stamford, CT 06901 - Jeffrey J.
Collinson
611 Atlantic Avenue, Westerly, RI 02891 - Indian
Chase, Inc.
Item 2(c) Citizenship
Biotechnology Investment Group is a Delaware limited
liability company. Schroders Incorporated is a
Delaware corporation. Collinson Howe Venture Partners
is a Delaware corporation. Jeffrey J. Collinson is a
US Citizen. Indian Chase, Inc. is a Delaware
corporation.
Item 2(d) Title of Class of Securities:
Common Stock
Item 2(e) CUSIP Number: 368707105
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
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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
Section 240.13d-1(b)(1)(ii)(F)
(g) [ ] Parent Holding Company, in accordance with
Section 240.13d-1(b)(ii)(G)
(h) [ ] Group, in accordance with Section
240.13d-1(b)(1)(ii)(H) Not Applicable.
Item 4. Ownership.
(a) Amount Beneficially Owned:
Biotechnology Investment Group, L.L.C. ("BIG") is a limited
liability company which was created to acquire, hold, protect,
manage and dispose of equity, debt and derivative securities of
biotechnology and other companies. Most of the shares of common
stock held by BIG were acquired in January 1995 from The Edward
Blech Trust ("EBT"). The sole beneficiary is the minor child of
David Blech, founder, former Director and shareholder of the
Company. The present members of BIG are (I) the managing member,
Collinson Howe Venture Partners, ("CHVP"), an investment
management firm of which Jeffrey J. Collinson is President,
director and majority shareholder, (ii) EBT, and (iii) Wilmington
Trust Company ("WTC"), as voting trustee under a voting trust
agreement (the "Voting Trust Agreement") among WTC, BIG and Bio
Holdings, L.L.C. ("Holdings"). The managing member of BIG is CHVP.
The members of BIG share voting and investment power with respect
to all shares held of record by BIG. All of the shares held of
record by BIG have been pledged as collateral to Citibank, N.A.
("Citibank") to secure indebtedness owed to such bank. Each of
Citibank and Holdings has the right pursuant to the Voting Trust
Agreement to direct certain actions of WTC as a member of BIG.
WTC, as the member holding a majority interest in Holdings, has
the right to direct the actions of Holdings under the Voting Trust
Agreement. Citibank, pursuant to a separate voting trust agreement
among WTC, David Blech and Holdings, has the right to direct the
actions of WTC as a member of Holdings with respect to the rights
of Holdings under the Voting Trust Agreement. By virtue of their
status as members of BIG, each of CHVP and EBT may be deemed to be
the beneficial owner of all shares held of record by BIG. By
virtue of his status as the majority owner and controlling person
of CHVP, Jeffrey J. Collinson may also be deemed the beneficial
owner of all shares held of record by BIG. Each of CHVP, EBT and
Mr. Collinson disclaims beneficial ownership of shares held by BIG
except to the extent of such person's interests.
Schroders Incorporated is a corporation of record holding 35,714
shares of Common Stock. Mr. Collinson acts as attorneys-in-fact
for this corporation and shares the power to direct the voting and
disposition of the Common Stock he may be deemed to beneficially
own such shares. Mr. Collinson disclaims beneficial ownership of
the Common Stock held by Schroders Incorporated, except to the
extent of his proportionate interest therein.
Indian Chase, Inc. is a corporation of record holding 4,666 shares
of Common Stock. Mr. Collinson has voting and investment powers
for Indian Chase, Inc. and has a beneficial interest in Indian
Chase, Inc.
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(b) Percent of Class:
Biotechnology Investment Group, L.L.C. - 6.85%
Schroders Incorporated - .0024%
Collinson Howe Venture Partners - 7.2%
Jeffrey J. Collinson - 7.2%
Indian Chase, Inc. - .0003%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote
Jeffrey J. Collinson 7,713
Indian Chase, Inc. - 4,666
(ii) Shared power to vote or to direct the vote
Biotechnology Investment Group, L.L.C. - 999,062
Schroders Incorporated - 35,714
Collinson Howe Venture Partners - 1,047,155
(iii) Sole power to dispose or to direct the disposition of
Jeffrey J. Collinson - 7,713
Indian Chase, Inc. - 4,666
(iv) Shared power to dispose or to direct the disposition of
Biotechnology Investment Group, L.L.C. - 999,062
Schroders Incorporated - 35,714
Collinson Howe Venture Partners - 1,047,155
Item 5. Ownership of Five Percent or Less of a Class.
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
Biotechnology Investment Group, L.L.C.- 6.85%. Biotechnology
Investment Group, L.L.C. ("BIG") is a limited liability
company which was created to acquire, hold, protect, manage
and dispose of equity, debt and derivative securities of
biotechnology and other companies. The present members of BIG
are (I) the managing member, Collinson Howe Venture Partners,
("CHVP"), an investment management firm of which Jeffrey J.
Collinson is President, director and majority shareholder,
(ii) EBT, and (iii) Wilmington Trust Company ("WTC"), as
voting trustee under a voting trust agreement (the "Voting
Trust Agreement") among WTC, BIG and Bio Holdings, L.L.C.
("Holdings").
Schroders Incorporated - .0024%, Collinson Howe Venture
Partners - 7.2%, Jeffrey J. Collinson - 7.2%, Indian Chase,
Inc. - .0003%
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding
Company.
Not Applicable.
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Item 8. Identification and Classification of Members of the Group.
Not Applicable.
Item 9. Notice of Dissolution of Group.
Not Applicable.
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.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth on this statement is true, complete and correct.
Date: February 8, 1999
BIOTECHNOLOGY INVESTMENT GROUP, L.L.C.
By: /s/ Jeffrey J. Collinson
Jeffrey J. Collinson, President of the Managing Member
SCHRODERS INCORPORATED
By: /s/ Jeffrey J. Collinson
Jeffrey J. Collinson, Attorney-in-Fact
COLLINSON HOWE VENTURE PARTNERS, INC.
By:/s/ Jeffrey J. Collinson
Jeffrey J. Collinson, President
JEFFREY J. COLLINSON
By: /s/ Jeffrey J. Collinson
INDIAN CHASE, INC.
By: /s/ Jeffrey J. Collinson
Jeffrey J. Collinson, President
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