-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MfxjDWrBAggpSLrfgCyuZOv5itB9XwYUXs36TBMby5fQuPJcinf2FjZgHUwIDD0C G6fKZSTMb6aY+rWS4/9N7g== 0000914039-96-000016.txt : 19960216 0000914039-96-000016.hdr.sgml : 19960216 ACCESSION NUMBER: 0000914039-96-000016 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19960214 SROS: NONE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ANALYSIS & TECHNOLOGY INC CENTRAL INDEX KEY: 0000310876 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ENGINEERING SERVICES [8711] IRS NUMBER: 952579365 STATE OF INCORPORATION: CT FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-38053 FILM NUMBER: 96518434 BUSINESS ADDRESS: STREET 1: TECHNOLOGY PARK RTE 2 STREET 2: PO BOX 220 CITY: NORTH STONINGTON STATE: CT ZIP: 06359 BUSINESS PHONE: 2035993910 MAIL ADDRESS: STREET 1: TECHNOLOGY PARK RTE 2 STREET 2: P O BOX 220 CITY: NORTH STONINGTON STATE: CT ZIP: 06359 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ANALYSIS & TECHNOLOGY INC CENTRAL INDEX KEY: 0000310876 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ENGINEERING SERVICES [8711] IRS NUMBER: 952579365 STATE OF INCORPORATION: CT FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: TECHNOLOGY PARK RTE 2 STREET 2: PO BOX 220 CITY: NORTH STONINGTON STATE: CT ZIP: 06359 BUSINESS PHONE: 2035993910 MAIL ADDRESS: STREET 1: TECHNOLOGY PARK RTE 2 STREET 2: P O BOX 220 CITY: NORTH STONINGTON STATE: CT ZIP: 06359 SC 13G/A 1 AMENDMENT NUMBER 9 TO SCHEDULE 13G 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 9) * ANALYSIS & TECHNOLOGY, INC. --------------------------- (Name of Issuer) Common Stock ------------ (Title of Class of Securities) 032672-10-7 ----------- (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 amendments 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 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). 2 2 CUSIP No. 032672-10-7 ________________________________________________________________________________ 1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above Persons: Analysis & Technology, Inc., Employee Stock Ownership Trust ________________________________________________________________________________ 2) Check the Appropriate Box if a Member of a Group (See Instructions): (a)_______________________________________________________________ (b)_______________________________________________________________ ________________________________________________________________________________ 3) SEC Use Only______________________________________________________ ________________________________________________________________________________ 4) Citizenship or Place of Organization: State of Connecticut ________________________________________________________________________________ Number of Shares (5) Sole Voting Power: 0 Beneficially Owned by Each Reporting (6) Shared Voting Power: 0 Person With: (7) Sole Dispositive Power: 0 (8) Shared Dispositive Power: 451,216* ________________________________________________________________________________ 9) Aggregate Amount Beneficially Owned by Each Reporting Person: 451,216 ________________________________________________________________________________ * The participants of the Plan have the right to vote upon the disposition of the ESOT's shares in the event that a tender offer for the Company's common stock is made. 3 3 10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions):______________________________________________ ________________________________________________________________________________ 11) Percent of Class Represented by Amount in Row (9): 18.6% ________________________________________________________________________________ 12) Type of Reporting Person (See Instructions): EP ________________________________________________________________________________ 4 1 SCHEDULE 13G ANALYSIS & TECHNOLOGY, INC. EMPLOYEE STOCK OWNERSHIP TRUST ITEM 1(a) NAME OF ISSUER: Analysis & Technology, Inc. ITEM 1(b) ADDRESS OF ISSUERS PRINCIPAL EXECUTIVE OFFICES: Route 2, P.O. Box 220 North Stonington, CT 06359 ITEM 2(a) NAME OF PERSON FILING: Analysis & Technology, Inc. Employee Stock Ownership Trust ITEM 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE, OR, IF NONE, RESIDENCE: Route 2, P.O. Box 220 North Stonington, CT 06359 ITEM 2(c) PLACE OF ORGANIZATION: State of Connecticut ITEM 2(d) TITLE OF CLASS OF SECURITIES: Common Stock ITEM 2(e) CUSIP NUMBER: 032672-10-7 ITEM 3 If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b), check whether the person is filing 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 as defined in Section 3(a)(19) of the Act (d) / / Investment Company registered under Section 8 of the Investment Company Act (e) / / Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940 5 2 (f) /X/ 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) ITEM 4 (a) AMOUNT BENEFICIALLY OWNED: 451,216 (b) PERCENT OF CLASS: 18.6% (c) NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS: (i) sole power to vote or to direct the vote: 0 (ii) shared power to vote or to direct the vote: 0 (iii) sole power to dispose or to direct the disposition of: 0 (iv) shared power to dispose or to direct the disposition of: 451,216* ITEM 5. Not Applicable ITEM 6. Not Applicable ITEM 7. Not Applicable ITEM 8. Not Applicable ITEM 9. Not Applicable ________________________________ * The participants of the Plan have the right to vote upon the disposition of the ESOT's shares in the event that a tender offer for the Company's common stock is made. 6 3 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 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. Date: January 24, 1996 Analysis & Technology, Inc. Employee Stock Ownership Trust By: /s/ Thomas M. Downie, Trustee ----------------------------- -----END PRIVACY-ENHANCED MESSAGE-----