UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Amendment No. 2
Under the Securities Exchange Act of 1934
InterTAN, Inc.
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Name of Issuer)
Common Stock
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(Title of Class of Securities)
461120
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(CUSIP Number)
Mark C. Hill, Vice President and Secretary
Trans World Electronics, Inc.
100 Throckmorton Street, Suite 1900
Fort Worth, Texas 76102
(817) 415-3924
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 30, 1997
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(Date of Event which Requires Filing of Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].
Check the following box if a fee is being paid with this statement [ ]. (A fee
is not required only if the reporting person: (1) has a previous statement on
file reporting beneficial ownership of more than five percentof the class of
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.)
<PAGE>
CUSIP NO. 461120 Pages 2 of 4
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
TRANS WORLD ELECTRONICS, INC. IRS # 75-0035470
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ] (b) [X]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS
OO
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(E) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
TEXAS
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7 SOLE VOTING POWER
NUMBER OF NONE*
SHARES ______________________________________________________________________
OWNED BY 8 SHARED VOTING POWER
EACH NONE
REPORTING______________________________________________________________________
PERSON 9 SOLE DISPOSITIVE POWER
WITH NONE*
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10 SHARED DISPOSITIVE POWER
NONE*
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
NONE*
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[ ]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0% (all outstanding common plus warrants)*
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14 TYPE OF REPORTING PERSON
CO
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*Giving effect to the transaction described in Item 4 herein
(2)
<PAGE>
CUSIP NO. 461120 Pages 3 of 4
Item 4 is hereby amended as follows:
Item 4. Purpose of Transaction
InterTAN had issued Warrants to purchase 1,449,007 shares of InterTAN
common stock, par value $1.00 per share (the "Warrants") to Trans World
Electronics, Inc. ("TWE") pursuant to a Warrant Agreement dated August 5, 1993
between InterTAN and TWE (the "Warrant Agreement"). The Warrants were
exercisable at the exercise price of $6.618 per share. The Warrants were issued
as partial consideration for TWE's agreement to acquire certain debt of InterTAN
and its subsidiaries, and for the renewal of certain license agreements between
Tandy Corporation ("Tandy") and InterTAN and a Merchandise Agreement between A&A
International, Inc. and InterTAN.
The Warrants have been registered with the Securities Exchange
Commission.
Pursuant to a November 11, 1997 letter of intent TWE, Tandy and InterTAN
agreed that TWE will not effect any transactions regarding the Warrants until
InterTAN repays to TWE the Series A Promissory Note or December 31, 1997, which
ever occurs earlier. The letter of intent also provided that upon repayment in
full by InterTAN of the Series A Promissory Note on or before December 31, 1997
TWE will surrender all 1,449,007 Warrants to InterTAN for cancellation. On
December 30, 1997 InterTAN repaid TWE in full the Series A Promissory Note and
on such date TWE surrendered to InterTAN all 1,449,007 Warrants for
cancellation.
(3)
<PAGE>
CUSIP NO. 461120 Pages 4 of 4
Item 5 is hereby amended as follows:
Item 5. Interest in Securities of the Issuer
(a) Aggregate Number and Percent of Class of Securities:
NONE**
(b) Sole Voting and Dispositive Power:
NONE**
(c) Transactions in Common Stock During the Next Sixty Days:
See Response to Item 4.
(e) Date on Which Person Ceased to Own Securities:
December 30, 1997**
**Giving effect to the disposition described in Item 4 herein.
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.
December 31, 1997 /s/ Dwain H. Hughes
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Dwain H. Hughes
Vice President and
Treasurer
(4)
