SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Amendment No. 1)
Under the Securities Exchange Act of 1934
Bottomline Technologies (de), Inc.
(Name of Issuer)
Common Stock, $0.001 par value
(Title of Class of Securities)
101388106
(CUSIP Number)
April 30, 2002
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
[_] Rule 13d-1(b)
[X] Rule 13d-1(c)
[_] Rule 13d-1(d)
CUSIP No. 101388106
- Name of Reporting Person
I.R.S. Identification No. of Above Person
Nevada Bond Investment Corp. II
- Check the Appropriate Box if a Member of a Group
(a) [_] (b) [_]
- SEC Use Only
- Citizenship or Place of Organization
Nevada
Number of Shares Beneficially Owned by Each Reporting Person With:
- Sole Voting Power
0
- Shared Voting Power
615,764
- Sole Dispositive Power
0
- Shared Dispositive Power
615,764
- Aggregate Amount Beneficially Owned by Each Reporting Person
615,764
- Check if the Aggregate Amount in Row (9) Excludes Certain Shares
[_]
- Percent of Class Represented by Amount in Row (9)
3.9%
- Type of Reporting Person
CO
CUSIP No. 101388106
- Name of Reporting Person
I.R.S. Identification No. of Above Person
United Technologies Corporation
- Check the Appropriate Box if a Member of a Group
(a) [_] (b) [_]
- SEC Use Only
- Citizenship or Place of Organization
Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:
- Sole Voting Power
0
- Shared Voting Power
615,764
- Sole Dispositive Power
0
- Shared Dispositive Power
615,764
- Aggregate Amount Beneficially Owned by Each Reporting Person
615,764
- Check if the Aggregate Amount in Row (9) Excludes Certain Shares
[_]
- Percent of Class Represented by Amount in Row (9)
3.9%
- Type of Reporting Person
CO
| Item 1(a). | Name of Issuer: Bottomline Technologies (de), Inc. |
| Item 1(b). | Address of Issuer's
Principal Executive Offices: 155 Fleet Street Portsmouth, New Hampshire 03801 |
| Item 2(a). | Name of Persons
Filing: Nevada Bond Investment Corp. II and United Technologies Corporation |
| Item 2(b) | Address of Principal
Business Office or, if None, Residence: One Financial Plaza Hartford, CT 06101 |
| Item 2(c). | Citizenship: Nevada Bond Investment Corp. II: Nevada United Technologies Corporation: Delaware |
| Item 2(d). | Title of Class of
Securities: Common Stock, $0.001 par value |
| Item 2(e). | CUSIP Number: 101388106 |
Item 3. If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b) or (c), check whether the person filing is a :
(a).[_] Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o).
(b).[_] Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c).
(c).[_] Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c).
(d) [_]
Investment company registered under Section 8 of the
Investment Company
Act of 1940 (15 U.S.C. 80a-8).
(e).[_] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E).
(f).[_] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F).
(g).[_] A parent holding company or control person in accordance with Rule13d-1(b)(1)(ii)(G).
(h).[_]
A savings association as defined in Section 3(b) of the
Federal Deposit Insurance
Act
(12 U.S.C. 1813).
(i).[_]
A church plan that is excluded from the definition of
an investment company under
Section
3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3).
(j).[_] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c), check this box [X].
Item 4. Ownership.
(a). Amount beneficially
owned:
See
the responses to Item 9 on the attached cover pages.
(b). Percent
of Class:
See
the responses to Item 11 on the attached cover pages.
(c). Number of shares as to which such person has:
(i).
Sole power to vote or to direct the vote: See the responses to
Item 5
on the attached cover pages.
(ii).
Shared power to vote or to direct the vote: See the responses to Item 6
on the attached cover pages.
(iii).
Sole power to dispose or to direct the disposition of: See the responses
to Item 7 on the attached cover pages.
(iv).
Shared power to dispose or to direct the disposition of: See the
responses to Item 8 on the attached cover pages.
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].
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.
Not Applicable
Item 8. Identification and Classification of Members of the Group.
Not Applicable
Item 9. Notice of Dissolution of Group.
Not Applicable
Item 10. Certification.
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose 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: May __, 2002
| NEVADA BOND INVESTMENT CORP. II | UNITED TECHNOLOGIES CORPORATION |
| By: _____________________________ | By: _____________________________ |
| Name: William H. Trachsel | Name: William H. Trachsel |
| Title: President | Title: Senior Vice President, General Counsel and Secretary |
INDEX TO EXHIBITS
| Exhibit No. | Exhibit |
| 99.1 | Joint Filing Agreement, dated August 7, 2000 between Nevada Bond Investment Corp. II and United Technologies Corporation (Commission file number 000-27913) |
| 99.2 | Item 7 Information |
Exhibit 99.2
ITEM 7 INFORMATION
The securities being reported on by United Technologies Corporation ("UTC"), as a parent holding company, are owned by Nevada Bond Investment Corp. II, a Nevada corporation, which is an indirect wholly-owned subsidiary of UTC.