STATE STREET RESEARCH & MANAGEMENT CO //MA/
SC 13G, 1998-01-09
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  Schedule 13G

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

                                 Axogen Limited
                  --------------------------------------------
                                (Name of Issuer)

                                      Unit
                  --------------------------------------------
                         (Title of Class of Securities)

                                    05461420
                            -------------------------
                                 (CUSIP Number)

Check the following box if a fee is being paid with this statement [ ]. (A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than 5 percent of the class securities
described in Item 1; and (2) has filed no amendment subsequent thereto reporting
beneficial ownership of five percent or less of such class.) (See Rule 13d-7.)

* The remainder of the 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).

                        (Continued on following page(s))
                                Page 1 of 5 Pages
- -------------------------------------------------------------------------------

<PAGE>

- --------------------------------------------------------------------------------

                    CUSIP No. 05461420 13G Page 2 of 5 Pages
- --------------------------------------------------------------------------------


- -------------------------------------------------------------------------------
1.       NAME OF REPORTING PERSON

         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
         State Street Research & Management Company
         #13-31424135
- ------------------------------------------------------------------------------
2.       CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                             (a)  [  ]
                                                             (b)  [  ]
- ------------------------------------------------------------------------------
3.       SEC USE ONLY
- ------------------------------------------------------------------------------

- ------------------------------------------------------------------------------
4.       CITIZENSHIP OR PLACE OF ORGANIZATION

         Reporting Person is a corporation organized under Delaware laws.
         Principal office of Reporting Person is in Boston, MA.
- ------------------------------------------------------------------------------
                                            5.       SOLE VOTING POWER
                                                                       329,900
         NUMBER OF
            SHARES                          6.       SHARED VOTING POWER
         BENEFICIALLY                                             -0-
      OWNED BY EACH
         REPORTING                          7.       SOLE DISPOSITIVE POWER
         PERSON WITH                                          340,500

                                            8.       SHARED DISPOSITIVE POWER
                                                                           -0-
- ------------------------------------------------------------------------------
9.       AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
                                                                       340,500
- ------------------------------------------------------------------------------
10.      CHECK BOX IF AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
- ------------------------------------------------------------------------------
11.      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
                                                                       7.40%
- ------------------------------------------------------------------------------
12.      TYPE OF REPORTING PERSON*
                  Investment adviser

- ------------------------------------------------------------------------------

                  *SEE INSTRUCTIONS BEFORE FILLING OUT

                                       -2-

<PAGE>


SCHEDULE G

Item 1(a).      Name of Issuer
                         Axogen Limited

Item 1(b).      Address of Issuer's Principal Office
                Conyers Dill Pearman Clarendon House
                2 Church Street
                Hamilton, HM 11 Bermuda FF

Item 2(a).      Name of Person Filing
                State Street Research & Management Company

Item 2(b).      Address of Principal Business Office
                One Financial Center, 30th Floor
                Boston, MA  02111-2690

Item 2(c).      Citizenship
                Reporting Person is a corporation organized under Delaware 
                laws.
Principal office of Reporting Person is Boston, MA

Item 2(d).      Title of Class of Securities
                Unit

Item 2(e).      CUSIP Number
                05461420

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 registered under Section 3(a)(19) of the Act

        (d) [ ] Investment company registered under Section 8 of the
                Investment Company Act 

        (e) [x] Investment Adviser registered under Section 203 of the
                Investment Advisers Act of 1940

        (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) (Note: See Item 7)

        (h) [ ] Group, in accordance with Section 240.13d-1(b)(1)(ii)(H)


                                       -3-
<PAGE>

SCHEDULE G

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 5 percent,
               provide the following information as of that date and identify
               those shares which there is a right to acquire.

          (a)  Amount beneficially owned:340,500
          (b)  Percent of Class: 7.40%
          (c)  Number of shares as to which such person has:

               (i) sole power to vote or to direct the vote:
                          329,900 
               (ii) shared power to vote or to direct the vote: 
                           -0-
               (iii) sole power to dispose or to direct the disposition of:
                           340,500
               (iv) shared power to dispose or direct the disposition of:
                           -0-
                                                                           
               State Street Research & Management Company disclaims any
               beneficial interest in any of the foregoing securities.
                  
               NOTE: This Filing relates to ownership of these securities as of
               December 31, 1996.

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.

               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 an employee benefit plan, pension
               fund or endowment fund is not required.

               All foregoing shares are in fact owned by clients of State Street
               Research & Management Company.

                                       -4-

<PAGE>

SCHEDULE G

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 the 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 group has filed this schedule pursuant to Rule
               13d-1(b)(ii)(H), so indicate under Item 3(b) 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

                       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.

Signature

After reasonable inquire and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.

                                             January 10, 1998

                                             Mary Lomasney, 
                                             Director of Compliance

                                       -5-


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