-----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, PuWiQ5SjhlPmeCq8chmPrupzMA+uLu/mlcNp2zHTbSfiCjmfrSdGkoaUt5YzoQ/G 5Nla0LfddHXRNg56N/xTeQ== 0000932384-96-000036.txt : 19960410 0000932384-96-000036.hdr.sgml : 19960410 ACCESSION NUMBER: 0000932384-96-000036 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19960209 SROS: NASD GROUP MEMBERS: BERGER ASSOCIATES INC GROUP MEMBERS: BERGER SMALL COMPANY GROWTH FUND GROUP MEMBERS: KANSAS CITY SOUTHERN INDUSTRIES, INC. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: DATA TRANSLATION INC CENTRAL INDEX KEY: 0000713138 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 042532613 STATE OF INCORPORATION: MA FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-36375 FILM NUMBER: 96514252 BUSINESS ADDRESS: STREET 1: 100 LOCKE DRIVE CITY: MARLBOROUGH STATE: MA ZIP: 01752-1192 BUSINESS PHONE: 5084813700 MAIL ADDRESS: STREET 2: 100 LOCKE DRIVE CITY: MARLBORO STATE: MA ZIP: 01752-1192 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BERGER ASSOCIATES INC CENTRAL INDEX KEY: 0000903157 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 210 UNIVERSITY BLVD STREET 2: STE 900 CITY: DENVER STATE: CO ZIP: 80206 BUSINESS PHONE: 3033290200 MAIL ADDRESS: STREET 1: 210 UNIVERSITY BLVD STREET 2: STE 900 CITY: DENVER STATE: CO ZIP: 80206 SC 13G/A 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* -------- Data Translation Inc. - --------------------------------------------------------------------------- (Name of Issuer) Common Stock - --------------------------------------------------------------------------- (Title of Class of Securities) 238015101 -------------------------------------------------------- (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 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). Page 1 of 14 Pages CUSIP No. 238015101 13G Page 2 of 12 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Berger Associates, Inc. ID No. 13-2750052 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER -0- 6 SHARED VOTING POWER 305,000 7 SOLE DISPOSITIVE POWER -0- 8 SHARED DISPOSITIVE POWER 305,000 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 305,000 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] N/A 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 4.0% 12 TYPE OF REPORTING PERSON IA, CO Page 2 of 14 Pages CUSIP No. 238015101 13G Page 3 of 12 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Berger Small Company Growth Fund, a Portfolio of Berger Investment Portfolio Trust ID No. 84-1244357 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER -0- 6 SHARED VOTING POWER 305,000 7 SOLE DISPOSITIVE POWER -0- 8 SHARED DISPOSITIVE POWER 305,000 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 305,000 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES N/A 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 4.0% 12 TYPE OF REPORTING PERSON IV, 00 Page 3 of 14 Pages CUSIP No. 238015101 13G Page 4 of 12 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Kansas City Southern Industries, Inc. ID No. 44-0663509 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER -0- 6 SHARED VOTING POWER -0- 7 SOLE DISPOSITIVE POWER -0- 8 SHARED DISPOSITIVE POWER -0- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON -0- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [X] Excludes shares beneficially owned by Berger Associates, Inc. as to which beneficial ownership is disclaimed. 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0% 12 TYPE OF REPORTING PERSON HC, CO Page 4 of 14 Pages SCHEDULE 13 G Page 5 of 12 - ---------------------------------------------------------------------- CUSIP No. 238015101 Data Translation Inc. - ---------------------------------------------------------------------- Item 1. (a) Name of Issuer: Data Translation Inc. (b) Address of Issuer's Principal Executive Offices: 100 Locke Drive Marlborough, MA 01752-1192 Item 2. (a) Name of Person Filing: (1) Berger Associates, Inc. (2) Berger Small Company Growth Fund, a Portfolio of the Berger Investment Portfolio Trust (3) Kansas City Southern Industries, Inc. (b) Address of Principal Business Office: (1) Berger Associates, Inc.: 210 University Boulevard, Suite 900 Denver, Colorado 80206 (2) Berger Small Company Growth Fund 210 University Boulevard, Suite 900 Denver, Colorado 80206 (3) Kansas City Southern Industries, Inc. 114 West 11th Street Kansas City, MO 64105 (c) Citizenship: (1) Berger Associates, Inc.: Delaware (2) Berger Small Company Growth Fund: Delaware (3) Kansas City Southern Industries, Inc.: Delaware (d) Title of Class of Securities: Common Stock (e) CUSIP Number: 238015101 Page 5 of 14 Pages SCHEDULE 13 G Page 6 of 13 - ---------------------------------------------------------------------- CUSIP No. 238015101 Data Translation Inc. - ---------------------------------------------------------------------- Item 3. If this statement is filed pursuant to Rule 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 as defined in section 3(a)(19) of the Act (d) X Investment Company registered under section 8 of the ---- Investment Company Act/1/ (e) X Investment Adviser registered under section 203 of the ---- Investment Advisers Act of 1940/2/ (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) X Parent Holding Company, in accordance with section ---- 240.13d-1(b)(1)(ii)(G) (Note: See Item 7)/3/ (h) ____ Group, in accordance with section 240.13d-1(b)(1)(ii)(H) Item 3. Ownership (a) Amount Beneficially Owned: (1) Berger Associates, Inc.: 305,000* ------- *The filing of this statement shall not be construed as an admission that Berger Associates, Inc. is, for purposes of Sections 13(d) or 13(g) of the Securities Exchange Act of 1934, the beneficial owner of any securities covered by this statement. ____________________ /1/ Berger Small Company Growth Fund is a Portfolio of the Berger Investment Portfolio Trust, a Delaware business trust and a registered investment company. /2/ Berger Associates, Inc. is a registered investment adviser. /3/ Kansas City Southern Industries, Inc. ("KCSI") is the parent holding company of Berger Associates, Inc. KCSI owns approximately 80% of Berger Associates, Inc. and is filing this statement solely as a result of such stock ownership which may be deemed to give KCSI control over Berger Associates, Inc. Page 6 of 14 Pages SCHEDULE 13 G Page 7 of 12 - ---------------------------------------------------------------------- CUSIP No. 238015101 Data Translation Inc. - ---------------------------------------------------------------------- Berger Associates, Inc. is a registered investment adviser which furnishes investment advice to five mutual funds and to individual and institutional clients. The mutual funds, The One Hundred Fund, Inc., the Berger One Hundred and One Fund, Inc., dba Berger Growth and Income Fund, Inc., the Berger Small Company Growth Fund, a portfolio of the Berger Investment Portfolio Trust, the New England Star Advisers Fund, a series of New England Funds Trust I, and the Berger Capital Growth Portfolio, a series of American Skandia Trust (collectively, the "Funds") are open-end management investment companies registered under the Investment Company Act of 1940. As a result of its role as investment adviser or sub- adviser to the Funds, Berger Associates, Inc. may be deemed to be the beneficial owner of securities held by such funds. (2) Berger Small Company Growth Fund: 305,000 ------- (3) Kansas City Southern Industries, Inc.: 0* ------- *Kansas City Southern Industries, Inc. ("KCSI") does not own of record any shares of Data Translation Inc. Common Stock, it has not engaged in any transaction in Data Translation Inc. Common Stock, and it does not exercise any voting or investment power over shares of Data Translation Inc. Common Stock. All shares reported herein have been acquired by Berger Associates, Inc.'s mutual fund clients and KCSI specifically disclaims beneficial ownership over any shares of Data Translation Inc. Common Stock. Accordingly, the filing of this statement shall not be construed as an admission that KCSI is, for purposes of Sections 13(d) or 13(g) of the Securities Exchange Act of 1934, the beneficial owner of any securities covered by this statement. Page 7 of 14 Pages SCHEDULE 13 G Page 8 of 12 - ---------------------------------------------------------------------- CUSIP No. 238015101 Data Translation Inc. - ---------------------------------------------------------------------- (b) Percent of Class: (1) Berger Associates, Inc.: 4.0%* --- *The filing of this statement shall not be construed as an admission that Berger Associates, Inc. is, for purposes of Sections 13(d) or 13(g) of the Securities Exchange Act of 1934, the beneficial owner of any securities covered by this statement. (2) Berger Small Company Growth Fund: 4.0% --- (3) Kansas City Southern Industries, Inc. 0.0%** ** See Item 4(a)(3). --- (c) Number of shares as to which such person has: (1) Berger Associates, Inc.: (i) sole power to vote or to direct the vote 0 ------- (ii) shared power to vote or to direct the vote 305,000 ------- (iii) sole power to dispose or to direct the disposition of 0 ------- (iv) shared power to dispose or to direct the disposition of 305,000 ------- (2) Berger Small Company Growth Fund: (i) sole power to vote or to direct the vote 0 ------- (ii) shared power to vote or to direct the vote 305,000 ------- Page 8 of 14 Pages SCHEDULE 13 G Page 9 of 12 - ---------------------------------------------------------------------- CUSIP No. 238015101 Data Translation Inc. - ---------------------------------------------------------------------- (iii) sole power to dispose or to direct the disposition of 0 ------- (iv) shared power to dispose or to direct the disposition of 305,000 ------- (3) Kansas City Southern Industries, Inc. (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 0* ------- * See Item 4(a)(3). Item 5. Ownership of Five Percent or Less of a Class This statement is being filed to report the fact that as of the date hereof Berger Associates, Inc. and Berger Small Company Growth Fund have ceased to be the beneficial owners of more than five percent of the class of securities referenced herein. [X] Item 6. Ownership of More than Five Percent on Behalf of Another Person N/A Page 9 of 14 Pages SCHEDULE 13 G Page 10 of 12 - ---------------------------------------------------------------------- CUSIP No. 238015101 Data Translation Inc. - ---------------------------------------------------------------------- Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company This statement has been filed jointly by KCSI (parent holding company) and Berger Associates, Inc. (its registered investment adviser subsidiary) and information relating to Berger Associates, Inc. has been included herein. Item 8. Identification and Classification of Members of the Group N/A Item 9. Notice of Dissolution of Group N/A 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. Page 10 of 14 Pages SCHEDULE 13 G Page 11 of 12 - ---------------------------------------------------------------------- CUSIP No. 238015101 Data Translation Inc. - ---------------------------------------------------------------------- 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. BERGER ASSOCIATES, INC.: February 9, 1996 ---------------------------------------- Date Kevin R. Fay ---------------------------------------- Signature Kevin R. Fay, Vice President - Finance and Administration ---------------------------------------- Name/Title BERGER SMALL COMPANY GROWTH FUND, A PORTFOLIO OF THE BERGER INVESTMENT PORTFOLIO TRUST February 9, 1996 ---------------------------------------- Date Kevin R. Fay ---------------------------------------- Signature Kevin R. Fay, Vice President, Secretary and Treasurer ---------------------------------------- Name/Title Page 11 of 14 Pages SCHEDULE 13 G Page 12 of 12 - ---------------------------------------------------------------------- CUSIP No. 238015101 Data Translation Inc. - ---------------------------------------------------------------------- KANSAS CITY SOUTHERN INDUSTRIES, INC. February 9, 1996 ---------------------------------------- Date Dan R. Carpenter ---------------------------------------- Signature Dan R. Carpenter, Vice President - Finance and Tax ---------------------------------------- Name/Title Page 12 of 14 Pages EXHIBIT INDEX ------------- Exhibit Document Page No. A Joint Filing Agreement Page 13 of 14 Pages EX-99 2 EXHIBIT A TO SCHEDULE 13G Exhibit A to SCHEDULE 13G Berger Associates, Inc., Berger Small Company Growth Fund and Kansas City Southern Industries, Inc. ------------------------------------- Pursuant to Rule 13d-1(f)(1) under the Securities Exchange Act of 1934, Berger Associates, Inc., a Delaware corporation, the Berger Small Company Growth Fund, a Portfolio of the Berger Investment Portfolio Trust, a Delaware business trust, and Kansas City Southern Industries, Inc., a Delaware corporation, hereby agree that the preceding Schedule 13G is being filed on behalf of each of them. IN WITNESS WHEREOF, the parties hereto have duly executed this agreement on this 9th day of February, 1996. BERGER ASSOCIATES, INC. Kevin R. Fay ------------------------------------- Kevin R. Fay Vice President - Finance and Administration BERGER SMALL COMPANY GROWTH FUND, A PORTFOLIO OF THE BERGER PORTFOLIO INVESTMENT TRUST Kevin R. Fay ------------------------------------- Kevin R. Fay Vice President, Secretary and Treasurer KANSAS CITY SOUTHERN INDUSTRIES, INC. Dan R. Carpenter ------------------------------------- Dan R. Carpenter, Vice President - Finance and Tax Page 14 of 14 Pages -----END PRIVACY-ENHANCED MESSAGE-----