Aware
Inc
|
(Name
of Issuer)
|
Common
Stock
|
(Title
of Class of Securities)
|
05453N-10-0
|
(CUSIP
Number)
|
December
31, 2008
|
(Date
of Event Which Requires Filing of this
Statement)
|
o
|
Rule
13d-1(b)
|
x
|
Rule
13d-1(c)
|
o
|
Rule
13d-1(d)
|
CUSIP
No.
05453N-10-0
|
1
|
NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
John
S. Stafford, III
|
||||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
|
(a)
o
(b)
o
|
|||
3
|
SEC
USE ONLY
|
||||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
U.S.A.
|
||||
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER
2,091,408
|
|||
6
|
SHARED
VOTING POWER
0
|
||||
7
|
SOLE
DISPOSITIVE POWER
2,091,408
|
||||
8
|
SHARED
DISPOSITIVE POWER
0
|
||||
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,091,408
|
||||
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES (SEE INSTRUCTIONS)
|
o
|
|||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.98%
|
||||
12
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
CUSIP
No.
05453N-10-0
|
(a)
|
o
|
Broker
or dealer registered under Section 15 of the Exchange
Act;
|
|
(b)
|
o
|
Bank
as defined in Section 3(a)(6) of the Exchange Act;
|
|
(c)
|
o
|
Insurance
company as defined in Section 3(a)(19) of the Exchange
Act;
|
|
(d)
|
o
|
Investment
company registered under Section 8 of the Investment Company
Act;
|
|
(e)
|
o
|
An
investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E);
|
|
(f)
|
o
|
An
employee benefit plan or endowment fund in accordance with Rule
13d-1(b)(1)(ii)(F);
|
|
(g)
|
o
|
A
parent holding company or control person in accordance with Rule
13d-1(b)(1)(ii)(G);
|
|
(h)
|
o
|
A
savings association as defined in Section 3(b) of the Federal Deposit
Insurance Act;
|
|
(i)
|
o
|
A
church plan that is excluded from the definition of an investment company
under Section 3(c)(14) of the Investment Company Act;
|
|
(j)
|
o
|
Group,
in accordance with Rule 13d-1(b)(1)(ii)(J);
|
|
(k)
|
o
|
A
non-U.S. institution in accordance with Rule
13d-1(b)(1)(ii)(K).
|
CUSIP
No.
05453N-10-0
|
(i)
|
Sole
power to vote or to direct the vote: 2,091,408
|
|
(ii)
|
Shared
power to vote or to direct the vote: 0
|
|
(iii)
|
Sole
power to dispose or to direct the disposition
of: 2,091,408
|
|
(iv)
|
Shared
power to dispose or to direct the disposition of:
0
|
Dated:
|
|||
February
17, 2009
|
/s/
John S. Stafford, III
|
||
Name:
John S. Stafford, III
|
|||