UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
Paragon Technologies, Inc.
--------------------------
(Name of Issuer)
Common Stock, Par Value $1.00
-----------------------------
(Title of Class of Securities)
69912T108
---------
(CUSIP Number)
December 31, 2003
-----------------
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*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.
The 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).
SCHEDULE 13G
-------------------- -----------------
CUSIP No. 69912T108 Page 2 of 4 Pages
----------- --- ---
-------------------- -----------------
--------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Emerald Advisers, Inc.
--------------------------------------------------------------------------------
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
Pennsylvania
--------------------------------------------------------------------------------
5 SOLE VOTING POWER
690,860 shares
NUMBER OF -----------------------------------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 0 shares
EACH -----------------------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON WITH
1,199,510 shares
-----------------------------------------------------------------
8 SHARED DISPOSITIVE POWER
0 shares
--------------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,199,510 shares
--------------------------------------------------------------------------------
10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See
Instructions)
--------------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
28.0%
--------------------------------------------------------------------------------
12 TYPE OF REPORTING PERSON (See Instructions)
IA
--------------------------------------------------------------------------------
2
SCHEDULE 13G PAGE 3 OF 4
ITEM 1.
(a) The name of the issuer is Paragon Technologies, Inc.
(b) The address of the issuer's principal executive office is 600 Kuebler Road,
Easton, Pennsylvania 18040.
ITEM 2.
(a) The name of the person filing is Emerald Advisers, Inc.
(b) The address of the principal office of the person filing is 1703 Oregon
Pike, Suite 101, Lancaster, Pennsylvania 17601.
(c) The state of organization is Pennsylvania.
(d) The title of class of security is common stock, par value $1.00.
(e) The CUSIP number is 69912T108.
ITEM 3.
The person filing is an Investment Adviser registered under Section 203 of the
Investment Advisers Act of 1940.
ITEM 4.
(a) The amount beneficially owned is 1,991,510 shares.
(b) The percent of class is 28.0% based on 4,277,595 shares issued and
outstanding as of October 31, 2003 as reported in the Issuer's Form 10-Q
for the period ended September, 30, 2003.
(c)(i) The number of shares as to which Emerald Advisers, Inc. has sole
voting power is 690,860.
(c)(ii) The number of shares as to which Emerald Advisers, Inc. has shared
voting power is 0.
(c)(iii) The number of shares as to which Emerald Advisers, Inc. has sole
dispositive power is 1,199,510.
(c)(iv) The number of shares as to which Emerald Advisers, Inc. has shared
dispositive power is 0.
ITEM 5.
This statement is NOT 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.
3
SCHEDULE13G PAGE 4 OF 4
ITEM 6.
Other persons have the right to receive and/or the power to direct the receipt
of dividends from, or the proceeds from the sale of, such securities.
ITEM 7.
Not applicable.
ITEM 8.
Not applicable.
ITEM 9.
Not applicable.
ITEM 10.
By signing below, I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired and are held in the ordinary course
of business and 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 such
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.
February 6, 2004
------------------
Date
/s/ James A. Meehan
-------------------
Signature
James A. Meehan, Vice President
-------------------------------
Name/Title
4