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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
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)*
HAUPPAUGE DIGITAL, INC.
(Name of Issuer)
COMMON STOCK, PAR VALUE $.01 PER SHARE
(Title of Class of Securities)
419131-10-7
(CUSIP Number)
December 31, 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)
*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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SCHEDULE 13G
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CUSIP NO. 419131-10-7
(1) Name of reporting persons
...................................... LCO INVESTMENTS LIMITED
S.S. or I.R.S. identification Nos. of
above persons
......................................
(2) Check the appropriate box if a (a) / /
member of a group
(see instructions) (b) / /
(3) SEC use only .........................
(4) Citizenship or place of
organization.......................... GUERNSEY, CHANNEL ISLANDS
Number of shares beneficially owned by each
reporting person with:
(5) Sole voting power..................... 235,000
(6) Shared voting power................... None
(7) Sole dispositive power................ 235,000
(8) Shared dispositive power.............. None
(9) Aggregate amount beneficially owned
by each reporting person.............. 235,000
(10) Check if the aggregate amount in
Row (11) excludes certain shares (see
instructions)......................... / /
(11) Percent of class represented by
amount in Row (11).................... 5.46%
(12) Type of reporting person (see
instructions)......................... CO
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ION LASER TECHNOLOGY, INC. SCHEDULE 13G (Amendment No. 1)
ITEM 1. ISSUER.
(a) The name of the issuer is Hauppauge Digital, Inc., a
Delaware corporation (the "Issuer").
(b) The address of Issuer's principal executive office is 91
Cabot Court, Hauppauge, New York 11788.
ITEM 2. REPORTING PERSON.
(a) Name of person filing this Schedule 13G (Amendment No. 1)
is LCO Investments Limited (the "Reporting Person").
(b) Address of Reporting Person's principal business office
is 7 New Street, St. Peter Port, Guernsey GYI4BZ, Channel Islands.
(c) The Reporting Person is a corporation organized under the
laws of Guernsey, Channel Islands.
(d) This Schedule 13G (Amendment No. 1) covers the Issuer's
Common Stock, par value $.01 per share (the "Common Stock").
(e) The CUSIP Number of the Common Stock is 419131-10-7.
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b), 13d-2(b) OR (c),
CHECK WHETHER THE PERSON FILING IS A:
(a) / / Broker or dealer register under section 15 of the
Act (15 U.S.C. 78o).
(b) / / Bank as defined in section 3(a)(6) of the Act (15
U.S.C. 78c).
(c) / / Insurance company as defined in section 3(a)(19) of
the Act (15 U.S.C. 78c).
(d) / / Investment company registered under section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8).
(e) / / An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E).
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(f) / / An employee benefit plan or endowment fund in
accordance with Rule 13d-1(b)(1)(ii)(F).
(g) / / A parent holding company or control person in
accordance with Rule 13d-1(b)(1)(ii)(G).
(h) / / A savings association as defined in Section 3(b) of
the Federal Deposit Insurance Act (12 U.S.C. 1813).
(i) / / A church plan that is excluded from the definition
of an investment company under section 3(c)(14) of the Investment Company Act
of 1940 (15 U.S.C. 80a-3)
(j) / / Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c), check
this box. /X/
ITEM 4. OWNERSHIP
(a) (b) As of February 1, 1999, the Reporting Person was the
beneficial owner of 235,000 shares (the "Shares") of the Issuer's Common Stock.
As of February 1, 1999, the Issuer had outstanding 4,304,202 shares of Common
Stock. Accordingly, the Shares represented approximately 5.46% of the
outstanding shares of Common Stock.
(c) Number of Shares as to which the Reporting Person has:
(i) Sole power to vote or to direct the
vote: 235,000 shares.
(ii) Shared power to vote or to direct the
vote: 0 shares.
(iii) Sole power to dispose or to direct the
disposition of: 235,000 shares.
(iv) Shared power to dispose or to direct the
disposition of: 0 shares.
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 / /.
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ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
No person other than the Reporting Person (and, indirectly,
ERSE Trust, a trust organized under the laws of Guernsey, Channel Islands, as
its parent and CAP Advisers Limited (Dublin Branch), a corporation organized
under the laws of Guernsey, Channel Islands, as the sole trustee of ERSE
Trust) 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, the shares of
Common Stock and options acquired by the Reporting Person through open market
purchases.
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.
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MATERIAL TO BE FILED AS EXHIBIT.
Exhibit A, which appears at page 8 of this Schedule 13G
(Amendment No. 1), is the Power of Attorney appointing Craigh Leonard as
Attorney-In-Fact and authorizing him to sign the Schedule 13G and all
amendments thereto.
[THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK]
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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.
Dated: February 10, 1999
LCO Investments Limited
By: /s/ Craigh Leonard
---------------------------------
Craigh Leonard, Attorney-In-Fact
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EXHIBIT A
POWER OF ATTORNEY
Know all men by these presents that the undersigned constitutes
and appoints CRAIGH LEONARD its true and lawful attorney-in-fact and agent
with full power of substitution and resubstitution, for it and in its name,
place and stead, in any and all capacities, to sign any and all Securities
and Exchange Commission Forms 3, Forms 4, Forms 5 and Schedules 13D and 13G
and any all amendments thereto relating to Hauppauge Digital, Inc., and to
file the same and other documents in connection therewith with the Securities
and Exchange Commission, granting unto said attorney-in-fact and agent full
power and authority to do and perform each and every act and thing requisite
and necessary to be done in and about the premises, as fully to all intents
and purposes as it might or could do in person, hereby ratifying and
confirming said attorney-in-fact and agent, or his substitute or substitutes,
may lawfully do or cause to be done, or have done or caused to be done prior
to this date, by virtue hereof.
Dated: November 19, 1996 LCO INVESTMENTS LIMITED
By: /s/ Chin Meng Yong
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Name: Chin Meng Yong
Title: Executive Vice President
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