<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G/A
(RULE 13D-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO
RULES 13D-1(B)(C), AND (D) AND AMENDMENTS THERETO
FILED PURSUANT TO RULE 13D-2(B)
(Amendment No. 1)
FORECROSS CORPORATION
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, no par value per share
- --------------------------------------------------------------------------------
(Title of Class of Securities)
34545C
- --------------------------------------------------------------------------------
(CUSIP Number)
(Title of Class of Securities)
June 15, 1998
- --------------------------------------------------------------------------------
(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)
/X/ Rule 13d-1(c)
/ / Rule 13d-1(d)
<PAGE>
CUSIP No. 34545C Page 2 of 8 Pages
(1) Names of Reporting Persons Kim O. Jones
--------------------------------------------
Identification Nos. of Above Persons (Entities Only)
-------------------
(2) Check the Appropriate Box if a Member of a Group
(See Instructions) (a) N/A (b) N/A
(3) SEC Use Only
----------------------------------------------------------
(4) Citizenship or Place of Organization U.S.A.
----------------------------------
Number of (5) Sole Voting Power 2,168,344(1)
Shares Bene- -------------------
ficially (6) Shared Voting Power -0-
Owned by -------------------
Each Report- (7) Sole Dispositive Power 2,168,344(1)
ing Person -------------------
With (8) Shared Dispositive Power -0-
-------------------
(9) Aggregate Amount Beneficially Owned by Each Reporting
Person 2,168,344(1)
--------------------------------------------------------------
(10) Check if the Aggregate Amount in Row (9) Excludes
Certain Shares (See Instructions)
(11) Percent of Class Represented by Amount in Row (9) 18.43%(2)
-------------------
(12) Type of Reporting Person (See Instructions) IN
-------------------------
(1) Includes 250,000 shares underlying stock options which are
exercisable as of September 30, 1998.
(2) Calculated on the basis of 11,763,612 shares of common stock of
Issuer outstanding as of December 31, 1998.
<PAGE>
CUSIP No. 34545C Page 3 of 8 Pages
(1) Names of Reporting Persons Bernadette C. Castello
--------------------------------------------
Identification Nos. of Above Persons (Entities Only)
-------------------
(2) Check the Appropriate Box if a Member of a Group
(See Instructions) (a) N/A (b) N/A
(3) SEC Use Only
----------------------------------------------------------
(4) Citizenship or Place of Organization U.S.A.
----------------------------------
Number of (5) Sole Voting Power 2,173,944(1)
Shares Bene- -------------------
ficially (6) Shared Voting Power -0-
Owned by -------------------
Each Report- (7) Sole Dispositive Power 2,173,944(1)
ing Person -------------------
With (8) Shared Dispositive Power -0-
-------------------
(9) Aggregate Amount Beneficially Owned by Each Reporting
Person 2,173,944(1)
--------------------------------------------------------------
(10) Check if the Aggregate Amount in Row (9) Excludes
Certain Shares (See Instructions)
(11) Percent of Class Represented by Amount in Row (9) 18.48%(2)
-------------------
(12) Type of Reporting Person (See Instructions) IN
-------------------------
(1) Includes 250,000 shares subject to stock options which are
exercisable as of September 30, 1998.
(2) Calculated on the basis of 11,763,612 shares of common stock of
Issuer outstanding as of December 31, 1998.
<PAGE>
CUSIP No. 34545C Page 4 of 8 Pages
ITEM 1(A). NAME OF ISSUER:
FORECROSS CORPORATION
ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
90 New Montgomery Street
San Francisco, CA 94105
ITEM 2(A). NAME OF PERSONS FILING:
(i) Kim O. Jones
(ii) Bernadette C. Castello
ITEM 2(B). ADDRESS OF PRINCIPAL BUSINESS OFFICE, OR, IF NONE, RESIDENCE:
(I) KIM O. JONES:
90 New Montgomery Street
San Francisco, CA 94105
(II) BERNADETTE C. CASTELLO:
90 New Montgomery Street
San Francisco, CA 94105
ITEM 2(C). CITIZENSHIP:
(I) KIM O. JONES: U.S.A.
(II) BERNADETTE C. CASTELLO: U.S.A.
ITEM 2(D). TITLE OF CLASS OF SECURITIES:
Common Stock, no par value per share
ITEM 2(E). CUSIP NUMBER:
34545C
<PAGE>
CUSIP No. 34545C Page 5 of 8 Pages
ITEM IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(B), OR
13D-2(B) OR (C) IDENTIFY THE STATUS OF THE PERSON FILING.
Not applicable.
ITEM 4. OWNERSHIP.
I. KIM O. JONES:
(a) Amount Beneficially Owned: 2,168,344(1) SHARES
--------------------
(b) Percentage of Class: 18.43%(2)
--------
(c) Number of shares as to which such person has:
(i) sole power to vote or to
direct the vote 2,168,344(1)
-----------------
(ii) shared power to vote or to
direct the vote -0-
-----------------
(iii) sole power to dispose or to
direct the disposition of 2,168,344(1)
-----------------
(iv) shared power to dispose or to
direct the disposition of -0-
-----------------
II. BERNADETTE C. CASTELLO:
(a) Aggregate Number: 2,173,944(1) SHARES
-------------------
(b) Percentage of Class: 18.48%(2)
--------
(c) Number of shares as to which such person has:
(i) sole power to vote or to
direct the vote 2,173,944(1)
-----------------
(ii) shared power to vote or to
direct the vote -0-
-----------------
(iii) sole power to dispose or to
direct the disposition of 2,173,944(1)
-----------------
(iv) shared power to dispose or to
direct the disposition of -0-
-----------------
(1) Includes 250,000 shares subject to stock options which are
exercisable as of September 30, 1998.
(2) Calculated on the basis of 11,763,612 shares of common stock of
Issuer outstanding as of December 31, 1998.
<PAGE>
CUSIP No. 34545C Page 6 of 8 Pages
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 [ ].
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
Not applicable.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY.
Not applicable.
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 not acquired and
are not held for the purpose of or with the effect of changing
or influencing the control of the issuer of the securities and
were not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
<PAGE>
CUSIP No. 34545C Page 7 of 8 Pages
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.
March 15, 1999 /s/ Kim O. Jones
-------------------------------
Kim O. Jones
Chief Executive Officer,
President, and Director
March 15, 1999 /s/ Bernadette C. Castello
-------------------------------
Bernadette C. Castello
Senior Vice President and
Chief Financial Officer
<PAGE>
CUSIP No. 34545C Page 8 of 8 Pages
CONSENT TO JOINT FILING
Kim O. Jones and Bernadette C. Castello hereby consent to the joint
filing of this Schedule 13G with respect to the common stock of Forecross
Corporation, and agree that this Schedule 13G is filed on behalf of each of
them.
March 15, 1999 /s/ Kim O. Jones
-------------------------------
Kim O. Jones
Chief Executive Officer,
President, and Director
March 15, 1999 /s/ Bernadette C. Castello
-------------------------------
Bernadette C. Castello
Senior Vice President and
Chief Financial Officer
