-----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, H+sXAjuXBi/E2yPu0aPhRMHxchUk4xJ6uOsrnGKA8wSmPixdHLoB6Ewu8KQeUfbT EZWP2idqKhBuOg22twzCGQ== 0000912057-96-027607.txt : 19961202 0000912057-96-027607.hdr.sgml : 19961202 ACCESSION NUMBER: 0000912057-96-027607 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19961126 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: INTERNATIONAL AIRLINE SUPPORT GROUP INC CENTRAL INDEX KEY: 0000859307 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-MACHINERY, EQUIPMENT & SUPPLIES [5080] IRS NUMBER: 592223025 STATE OF INCORPORATION: DE FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-42216 FILM NUMBER: 96672476 BUSINESS ADDRESS: STREET 1: 8095 NW 64TH ST CITY: MIAMI STATE: FL ZIP: 33166 BUSINESS PHONE: 3055932658 MAIL ADDRESS: STREET 1: 8095 NW 64TH STREET CITY: MIAMI STATE: FL ZIP: 33166 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: RAMSDELL W ROBERT CENTRAL INDEX KEY: 0000897480 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 474 PASEO MIRAMAR CITY: PACIFIC PALISADES STATE: CA ZIP: 90272 BUSINESS PHONE: 3107092638 MAIL ADDRESS: STREET 1: 474 PASCO MIRAMAR CITY: PACIFIC PALASADES STATE: CA ZIP: 90272 SC 13D 1 SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 INTERNATIONAL AIRLINE SUPPORT GROUP, INC. -------------------------------------------------- (Name of Issuer) Common Stock, par value $.001 per share -------------------------------------------------- (Title of Class of Securities) 458865201 -------------------------------------------------- (CUSIP Number) W. Robert Ramsdell 474 Paseo Miramar Pacific Palisades, CA 90272 (310) 459-5617 -------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) Copy to: Theodore E. Guth, Esq. Irell & Manella LLP 1800 Avenue of the Stars Los Angeles, CA 90067-4276 (310) 277-1010 October 4, 1996 -------------------------------------------------- (Date of Event Which Requires Filing of This 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 / /. - -------------------------------------------------------------------------------- CUSIP No. 458865201 13D - -------------------------------------------------------------------------------- (1) Names of reporting persons W. Robert Ramsdell S.S. or I.R.S. identification nos. of above persons - -------------------------------------------------------------------------------- (2) Check the appropriate box if a member of a group* (a) / / (b) / / - -------------------------------------------------------------------------------- (3) SEC use only - -------------------------------------------------------------------------------- (4) Source of funds* PF - -------------------------------------------------------------------------------- (5) Check box if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) / / - -------------------------------------------------------------------------------- (6) Citizenship or place of organization United States - -------------------------------------------------------------------------------- (7) Sole voting power 157,178 ----------------------------------- Number of shares beneficially owned by each (8) Shared voting power reporting person with 0 ----------------------------------- (9) Sole dispositive power 157,178 ----------------------------------- (10) Shared dispositive power 0 - -------------------------------------------------------------------------------- (11) Aggregate amount beneficially owned by 157,178 each reporting person - -------------------------------------------------------------------------------- (12) Check box if the aggregate amount in Row 11 excludes certain shares* / / - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- (13) Percent of class represented by amount in Row 11 6.6% - -------------------------------------------------------------------------------- (14) Type of reporting person* IN - -------------------------------------------------------------------------------- *See instructions before filling out! ITEM 1. SECURITY AND ISSUER. This Schedule 13D relates to the common stock, par value $.001 per share (the "Common Stock"), of International Airline Support Group, Inc., a Delaware corporation (the "Issuer"). The principal executive offices of the Issuer are located at 8095 N.W. 64th Street, Miami, Florida 33166. ITEM 2. IDENTITY AND BACKGROUND. This Schedule 13D is filed on behalf of W. Robert Ramsdell, an individual (the "Reporting Person"). The Reporting Person's address is 474 Paseo Miramar, Pacific Palisades, California 90272. The Reporting Person's principal occupation is an investor. The Reporting Person is a citizen of the United States. During the last five years, the Reporting Person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), nor was the Reporting Person a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or state securities laws or finding any violation with respect to such laws. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. On September 21, 1993 and October 30, 1995, the Reporting Person purchased $500,000 and $200,000, respectively, principal amount of the Issuer's 8% Convertible Subordinated Debentures due August 31, 2003 (the "Convertible Debentures"). The consideration for each such purchase was the personal funds of the Reporting Person. On October 4, 1996, the Issuer completed an exchange offer (the "Exchange Offer") pursuant to which the Issuer issued 224.54 shares of Common Stock for each $1,000 of principal amount of Convertible Debentures held. The Reporting Person tendered all of the Convertible Debentures held by him in the Exchange Offer and, as a result thereof, acquired from the Issuer all of the shares of Common Stock beneficially owned by the Reporting Person as of the date hereof. ITEM 4. PURPOSE OF THE TRANSACTION. The Reporting Person has acquired the shares of Common Stock for investment purposes only. The Reporting Person may acquire additional shares of Common Stock, dispose of all or some of such shares from time to time, in each case in open market transactions, block sales or purchases or otherwise, or may continue to hold such shares. The Reporting Person does not currently have any plan or proposal that relates to or would result in any action enumerated in Item 4 of Schedule 13D. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. The Reporting Person beneficially owns 157,178 shares of Common Stock, or approximately 6.6% of the shares of Common Stock outstanding. This percentage is based on 2,395,104 shares of Common Stock outstanding as contained in the most recently available filing with the Securities and Exchange Commission by the Issuer. The Reporting Person has sole power to vote or to direct the vote, and sole power to dispose or to direct the disposition of, 157,178 shares of Common Stock. The only transaction in the shares of Common Stock that was effected during the past 60 days is the acquisition of the shares from the Issuer in the Exchange Offer described in Item 3 hereof. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. The Reporting Person has no contracts, arrangements, understandings or relations (legal or otherwise) with any person with respect to the Common Stock. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS. None. 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: November 22, 1996 /s/ W. Robert Ramsdell -------------------------- W. Robert Ramsdell -----END PRIVACY-ENHANCED MESSAGE-----