BANKERS TRUST CORPORATION
One Bankers Trust Plaza
New York, New York 10006
Damian P. Reitemeyer
Principal
Telephone: (212) 250-4599
February 12, 1999
Securities and Exchange Commission
SEC Document Control
450 Fifth Street, N.W.
Washington, DC 20549
Attn: Filing Desk
Dear Sirs:
Re: Filing of Schedule 13G on
Boston Communications Group, Inc.
Pursuant to Rule 13d-1 of the General
Rules and Regulations under the
Securities Exchange Act of 1934, the
following is one copy of the Schedule 13G
with respect to the common stock of the
above referenced corporation.
Please acknowledge your receipt of the
Schedule 13G filing submission through the EDGAR-Link System
software, by E-Mail confirmation.
Sincerely,
Damian P. Reitemeyer
Enclosures
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2 )*
Boston Communications Group, Inc.
_______________________________________
NAME OF ISSUER:
Common Stock (Par Value $.01)
_______________________________________
TITLE OF CLASS OF SECURITIES
100582105
_______________________________________
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 five
percent of 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.)
*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 disclosuresprovided 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 (the 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 8 Pages
CUSIP No. 100582105 Page 2 of 8 Pages
1.NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Bankers Trust Corporation and its wholly owned
subsidiary, Bankers Trust Company. 13-6180473
2.CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
(A) [ ]
(B) [ ]
3.SEC USE ONLY
4.CITIZENSHIP OR PLACE OF ORGANIZATION
Both Bankers Trust Corporation and
Bankers Trust Company are New York
Corporations.
NUMBER OF 5. SOLE VOTING POWER
SHARES
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY
EACH 7. SOLE DISPOSITIVE POWER
REPORTING
PERSON 8. SHARED DISPOSITIVE
POWER
WITH
CUSIP No. 100582105
Page 3 of 8 Pages
9.AGGREGATE AMOUNT BENEFICIALLY OWNED BY
EACH REPORTING PERSON
10.CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW(9) EXCLUDES CERTAIN SHARES *
[]
11.PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9
12.TYPE OF REPORTING PERSON *
Bankers Trust Corporation - HC
Bankers Trust Company - BK
CUSIP No. 100582105
Page 4 of 8 Pages
Item 1(a) NAME OF ISSUER:
Boston Communications Group,
Inc.
Item 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE
OFFICES:
100 Sylvan Road
Woburn, MA 01801
Item 2(a) NAME OF PERSON FILING:
Bankers Trust Corporation and its
wholly-owned subsidiary, Bankers Trust
Company.
Item 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE:
130 Liberty Street
New York, New York 10006
Item 2(c) CITIZENSHIP:
Bankers Trust Corporation and Bankers Trust Company
are corporations incorporated in the State of
New York with their principal business offices
located in New York.
Item 2(d) TITLE OF CLASS OF SECURITIES:
This statement relates to the Companys Common
Stock $.01 par value per share.
Item 2(e) CUSIP NUMBER:
100582105
CUSIP No. 100582105 Page 5 of 8 Pages
Item 3 THE PERSON FILING IS A:
For Bankers Trust Corporation
(g) [X] Parent Holding Company, in accordance with
Section 240.13d-1(b)(ii)(G)
For Bankers Trust Company
(b) [X] Bank as defined in section 3(a)(6) of the Act.
Item 4 OWNERSHIP:
(a) Amount Beneficially Owned:
(b) Percent of Class (1):
CUSIP No. 100582105
Page 6 of 8 ages
(c) Number of shares as to which the following have:
(i) sole power to vote or to direct the
vote -
(ii) shared power to vote or to direct the
vote -
(iii) sole power to dispose or to direct the
disposition of -
(iv) shared power to dispose or to direct
the disposition of -
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 [X].
CUSIP No. 100582105 Page 7 of 8 Pages
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:
See Item 3 above.
Item 8 IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF
THE GROUP:
Not applicable.
Item 9 NOTICE OF DISSOLUTION OF GROUP:
Not applicable.
CUSIP No. 100582105
Page 8 of 8 Pages
Item 10 CERTIFICATION:
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above
were acquired and are held 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 purpose
or effect.
SIGNATURE:
After reasonable inquiry and tothe best of my
knowledge and belief, I certify that the
information set forth in this statement
is true, complete and correct.
Date: as of December 31, 1998
Signature: Bankers Trust Corporation
By: /s/ James T. Byrne, Jr.
Name: James T. Byrne, Jr.
Title: Secretary
Exhibit A
The chain of ownership from Bankers
Trust Corporation to Bankers Trust
Company is shown below:
Bankers Trust Corporation
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100%
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Bankers Trust Company
