-----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, O/YInmopJZuaElZqHtGZaupf8YEJcMtTYS0CpxX2R7b/0Em7KPJpEW5jtNu9xD55 Dxl1xITA7wQe4LTdHCRFOw== 0000904567-01-500003.txt : 20010123 0000904567-01-500003.hdr.sgml : 20010123 ACCESSION NUMBER: 0000904567-01-500003 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010122 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: INTERNATIONAL TOTAL SERVICES INC CENTRAL INDEX KEY: 0001040993 STANDARD INDUSTRIAL CLASSIFICATION: AIRPORTS, FLYING FIELDS & AIRPORT TERMINAL SERVICES [4581] IRS NUMBER: 341264201 STATE OF INCORPORATION: OH FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-52937 FILM NUMBER: 1512355 BUSINESS ADDRESS: STREET 1: CROWN CENTRE STREET 2: 5005 ROCKSIDE RD CITY: CLEVELAND STATE: OH ZIP: 44131 BUSINESS PHONE: 2166424522 MAIL ADDRESS: STREET 1: CROWN CENTRE STREET 2: 5005 ROCKSIDE RD CITY: INDEPENDENCE STATE: OH ZIP: 44131 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BERLIN THOMAS G CENTRAL INDEX KEY: 0000904567 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 23811 CHAGRIN BLVD CITY: CHAGRIN FALLS STATE: OH ZIP: 44122 BUSINESS PHONE: 4409512655 MAIL ADDRESS: STREET 1: 37500 EAGLE ROAD CITY: WILLOGHBY HILLS STATE: OH ZIP: 44094 SC 13D/A 1 itsw.txt United States Securities and Exchange Commission Washington DC 20549 Schedule 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 3)* International Total Services, Inc. (Name of Issuer) Common Shares, without par value (Title of Class of Securities) 460499106 (CUSIP Number) Thomas G. Berlin 37500 Eagle Road Willoughby Hills, OH 44094 (440) 951-2655 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) January 10, 2001 (Date of Event which Requires Filing of this Statement) If this filing person has previously filed a statement on Schedule 13G to report this acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box / /. Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-7(b) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. This information required on 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). 1 Name of Reporting Person Thomas G. Berlin 2 If a member of a group a) / / b) / / 3 SEC Use only 4 Source of Funds IN, OO 5 Check if Disclosure of Legal Proceedings is Required 6 Citizenship or Place of Organization United States Number of Shares 7 Sole Voting 443,900 Beneficially Owned By Each Reporting Person With 8 Shared Voting 128,000 9 Sole Dispositive 443,900 10 Shared Dispositive 128,000 11 Aggregate Amount Beneficially owned 571,900 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 8.36% 14 Type of Reporting Person IN, IA There are no changes to the Schedule 13D and Amendments #1 and #2, as amended except by Amendment #3 as follows: Item 1. Security and Issuer. The name of the issuer is International Total Services, Inc. an Ohio Corporation (the "Issuer"), which has its principal executive offices at Crowne Centre, 5005 Rockside Road, Suite 1200, Independence, OH 44131 (phone [949]) 475-3600). The title of the securities to which this Statement relates is the Issuer's Common Shares, without par value (the "Shares"). Item 2. Identity and Background. (a) The name of the reporting person is Thomas G. Berlin. (b) The Reporting Person's residence address is 37500 Eagle Road, Willoughby Hills, OH 44094. (c) The Reporting Person's principal occupation is investment adviser. The principal business where such employment is conducted is Berlin Financial Ltd. The address of Berlin Financial Ltd. is 23811 Chagrin Blvd., Suite 275, Beachwood, OH 44122. (d)-(e) During the last five years, the Reporting Person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) nor has he been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which he 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 violations of such laws. Item 3. Source and Amount of Funds or Other Consideration. The Reporting Person purchased the George Shares (as defined in Item 5) in his capacity as an investment adviser to hold in the investment account of J. George Investments, LLC. The purchase of the George Shares was made by the Reporting Person on behalf of J. George Investments in the Reporting Person's capacity as an investment adviser to J. George Investments, LLC, and with funds provided by J. George Investments, LLC. Item 4. Purpose of Transaction. (a)-(j) The Reporting Person purchased the George Shares in his capacity as an investment adviser and solely for investment purposes on behalf of his client, J. George Investments, LLC. The Reporting Person purchased the TGB Shares (as defined below) solely for investment purposes. The acquisition by any member group of additional securities of the issuer, or the disposition of securities of the issuer provided, however, the reporting member group might acquire additional shares or other securities of the issuer or dispose of some or all of their shares depending upon market conditions and their personal circumstances. Item 5. Interest in Securities of the Issuer. (a) The Reporting Person has beneficial ownership of 571,900 Shares (the "Berlin Shares"). The Berlin Shares constitute 8.36% of the Shares Outstanding as of the Issuer's most recent available filing. (b) The Reporting Person has the sole power to vote or to direct the vote or to dispose of or direct the disposition of 443,900 Shares (the "TGB Shares"). The Reporting Person and J. George Investments, LLC, a client for which the Reporting Person provides investment advisory services, have the shared power to vote or to direct the vote or to dispose of or direct the disposition of 128,000 Shares (the "George Shares"). (c) On the following dates the Reporting Person purchased the following number of Shares for the per Share price set forth below. Each such purchase was purchased solely for investment purposes by the Reporting Person, was purchased through a customary broker transaction and are included in the TGB Shares.
Identity Date Shares Price Executing Broker Thomas G. Berlin 12/07/00 7,500 0.9395 Bear Stearns 12/20/00 27,000 0.6930 Bear Stearns 12/26/00 14,000 0.3995 Bear Stearns 01/10/01 35,100 0.5404 Bear Stearns
(d) J. George Investments, LLC has the right to receive and the power to direct the receipt of dividends from or the proceeds from the sale of the George Shares. However, the Reporting Person disclaims beneficial ownership to the George Shares and this Statement shall not be construed as an admission that the Reporting Person is the beneficial owner of any securities covered by this Statement. (e) Not Applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. The Reporting Person is an investment adviser for J. George Investments, LLC, the owner of the George Shares. Through an agreement between the Reporting Person and J. George Investments, LLC, the Reporting Person has shared power to dispose or to direct the disposition of and shares power to vote or direct the vote of such George Shares. However, the Reporting Person disclaims beneficial ownership to the George Shares and this Statement shall not be construed as an admission that the Reporting Person is the beneficial owner of any securities covered by this Statement. Item 7. Material to be Filed as Exhibits. Not applicable. 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 01/19/01 Thomas G. Berlin
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