QUINTILES TRANSNATIONAL CORP
SC 13G/A, 1999-02-03
COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                  SCHEDULE 13G

                    Under the Securities Exchange Act of 1934
                               (Amendment No. 1)*

                          QUINTILES TRANSNATIONAL CORP.
                                (Name of Issuer)

                    COMMON SHARES, PAR VALUE $0.01 PER SHARE
                         (Title of Class of Securities)

                                   748767 10 0
                                 (CUSIP Number)

     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)

     * 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.

     ** This Schedule 13G was originally filed pursuant to Rule 13d-1(c),  while
     this Amendment is being filed pursuant to Rule 13d-2(b).

     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>


CUSIP No. 748767 10 0                                                Page 2 of 6


________________________________________________________________________________
1)   Names of  Reporting  Persons  S.S. or I.R.S.  Identification  Nos. of Above
     Persons:

     Barrie Stevens Haigh

________________________________________________________________________________
2)   Check the Appropriate Box if a Member of a Group (See Instructions):

     (a)  [_]
     (b)  [X]

________________________________________________________________________________
3)   SEC Use Only



________________________________________________________________________________
4)   Citizenship or Place of Organization:

     United Kingdom

________________________________________________________________________________
  NUMBER OF    5)   Sole Voting Power
                    
   SHARES           4,225,616
               _________________________________________________________________
BENEFICIALLY   6)   Shared Voting Power
                    
  OWNED BY          0
               _________________________________________________________________
    EACH       7)   Sole Dispositive Power
                    
  REPORTING         4,225,616
               _________________________________________________________________
   PERSON      8)   Shared Dispositive Power
                    
    WITH            0
________________________________________________________________________________
9)   Aggregate Amount Beneficially Owned by Each Reporting Person

     4,225,616

________________________________________________________________________________
10)  Check if the  Aggregate  Amount in Row (9)  Excludes  Certain  Shares  (See
     Instructions)

     N/A

________________________________________________________________________________
11)  Percent of Class Represented by Amount in Row (9):

     5.4%

________________________________________________________________________________
12)  Type of Reporting Person (See Instructions):

     IN

________________________________________________________________________________


                                      -2-
<PAGE>


CUSIP No. 748767 10 0                                                Page 3 of 6


________________________________________________________________________________
1)   Names of  Reporting  Persons  S.S. or I.R.S.  Identification  Nos. of Above
     Persons:

     Stella Dorothy Haigh

________________________________________________________________________________
2)   Check the Appropriate Box if a Member of a Group (See Instructions):

     (a)  [_]
     (b)  [X]

________________________________________________________________________________
3)   SEC Use Only



________________________________________________________________________________
4)   Citizenship or Place of Organization:

     United Kingdom

________________________________________________________________________________
  NUMBER OF    5)   Sole Voting Power
                    
   SHARES           374,370
               _________________________________________________________________
BENEFICIALLY   6)   Shared Voting Power
                    
  OWNED BY          0
               _________________________________________________________________
    EACH       7)   Sole Dispositive Power
                    
  REPORTING         374,370
               _________________________________________________________________
   PERSON      8)   Shared Dispositive Power
                    
    WITH            0
________________________________________________________________________________
9)   Aggregate Amount Beneficially Owned by Each Reporting Person

     374,370

________________________________________________________________________________
10)  Check if the  Aggregate  Amount in Row (9)  Excludes  Certain  Shares  (See
     Instructions)

     N/A

________________________________________________________________________________
11)  Percent of Class Represented by Amount in Row (9):

     0.5%

________________________________________________________________________________
12)  Type of Reporting Person (See Instructions):

     IN

________________________________________________________________________________


                                      -3-
<PAGE>


CUSIP No. 748767 10 0                                                Page 4 of 6

This Amendment to Schedule 13G (the  "Amendment")  amends the Schedule 13G filed
with the Securities and Exchange  Commission (the  "Commission")  on October 21,
1998 (the  "Schedule  13G") jointly by Barrie  Stevens Haigh and Stella  Dorothy
Haigh (together the "Reporting Persons"),  with respect to the common stock, par
value $0.01 per share  ("Shares"),  of Quintiles  Transnational  Corp.,  a North
Carolina  corporation  (the  "Company").  Except  as  provided  in Item 4,  this
Amendment amends and restates the Schedule 13G.


Item 1(a) Name of Issuer:
     Quintiles Transnational Corp.

Item 1(b) Address of Issuer's Principal Executive Offices:

     4709 Creekstone Dr.
     Riverbirch Building
     Suite 200
     Durham,  NC  27703-8411

Item 2(a) Name of Persons Filing:
     Barrie Stevens Haigh
     Stella Dorothy Haigh

Item 2(b) Address of Principal Business Office:
     For Barrie Stevens Haigh, the address of his principal  business office is:
     Turville Court Estate
     Turville Heath
     Nr. Henley-on-Thames
     Oxon  RG9 6JT
     England

     Stella Dorothy Haigh has no business address.

Item 2(c) Citizenship:

     The citizenship of both Reporting Persons is the United Kingdom

Item 2(d) Title of Class of Securities:
     Common Stock

Item 2(e) CUSIP Number:
     748767100

Item 3
     As stated on the coverpage,  this Amendment is being filed pursuant to Rule
     13d-2(b).

Item 4 Ownership
     Item 4 is hereby amended and supplemented, in pertinent part, as follows.


                                      -4-
<PAGE>


CUSIP No. 748767 10 0                                                Page 5 of 6

     Each Reporting  Person is deemed to  beneficially  own the number of Shares
     and, based on information  contained in the most recent publicly  available
     filings of the Company with the  Commission,  the percentage of outstanding
     Shares  listed  in the  responses  to Items 9 and 11 of pages two and three
     filed herewith relating to such Reporting Person. In addition,  the numbers
     of Shares with respect to which each  Reporting  Person (i) has sole voting
     power, (ii) shares voting power,  (iii) has sole dispositive power and (iv)
     shares  dispositive power, are listed in the responses to Items 5, 6, 7 and
     8,  respectively,  of pages two and three filed  herewith  relating to such
     Reporting Person.

     Since the filing of the  Schedule  13G,  the  Reporting  Persons and the CF
     Villture Fund have sold Shares in a number of brokered  transactions at the
     settlement  dates,  amounts and prices (net of brokerage  costs)  indicated
     below:

     Seller                       Settlement Date     Amount of Shares     Price
     ------                       ---------------     ----------------     -----
     CF Villture Fund(1)          October 22, 1998         145,000        $48.12
     CF Villture Fund(1)          October 23, 1998         100,000        $48.63
     CF Villture Fund(1)          November 23, 1998         75,000        $48.94
     CF Villture Fund(1)          November 24, 1998         75,000        $48.51
     CF Villture Fund(1)          November 30, 1998         60,000        $52.45
     CF Villture Fund(1)          December 10, 1998         25,000        $51.74
     CF Villture Fund(1)          December 11, 1998        160,000        $51.74
     CF Villture Fund(1)          December 14, 1998        255,000        $51.86
     Stella Dorothy Haigh         December 15, 1998         50,000        $55.04


- --------------------------------------------------------------------------------
(1)  At the time of each sale of Shares,  the Reporting Persons held directly or
     indirectly more than 75% of the issued units of the CF Villture Fund.


Item 5 Ownership of 5% or Less of a Class
     N/A

Item 6 Ownership of More than 5% on Behalf of Another Person
     N/A

Item 7 Identification  and  Classification  of the Subsidiary Which Acquired the
       Security Being Reported on By the Parent Holding Company
     N/A

Item 8 Identification and Classification of Members of the Group
     N/A

Item 9 Notice of Dissolution of the Group
     N/A


                                      -5-
<PAGE>


CUSIP No. 748767 10 0                                                Page 6 of 6

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.

Signatures
     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.


Dated:   February 3, 1999


                                                  /s/ Barrie Stevens Haigh
                                                  ----------------------------
                                                  Barrie Stevens Haigh


                                                  /s/ Stella Dorothy Haigh
                                                  ----------------------------
                                                  Stella Dorothy Haigh


                                      -6-


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