SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13G

                    Under the Securities Exchange Act of 1934
                               (Amendment No. 1 )*


                           MicroFinancial Incorporated
                                (Name of Issuer)


                                  Common Stock
                         (Title of Class of Securities)


                                   595072 1 09
                                 (CUSIP Number)


                                December 31, 2000
             (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)

             [_]  Rule 13d-1(c)

             [X]  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 (the "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).







CUSIP No. 595072 1 09                   13G               Page 2    of 5   Pages


1.   NAME OF  REPORTING  PERSONS/I.R.S.  IDENTIFICATION  NOS.  OF ABOVE  PERSONS
     (ENTITIES ONLY)

     Peter R. Bleyleben

2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

                                                               (a)  [_] (b)  [_]
     Not Applicable.

3.   SEC USE ONLY

4.   CITIZENSHIP OR PLACE OF ORGANIZATION


     United States of America.

NUMBER OF         5.     SOLE VOTING POWER

SHARES                   1,589,310


BENEFICIALLY      6.     SHARED VOTING POWER

OWNED BY                 None

EACH              7.     SOLE DISPOSITIVE POWER

REPORTING                1,589,310


PERSON            8.     SHARED DISPOSITIVE POWER

WITH                     None


9.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     1,589,310

10.  CHECK IF THE AGGREGATE  AMOUNT IN ROW (9) EXCLUDES  CERTAIN SHARES [-]
     (SEE INSTRUCTIONS)

     Not applicable.

11.  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

     Approximately 12.5% (1)

12.  TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

     IN

(1) Based on 12,710,946  shares of  MicroFinancial  Incorporated's  Common Stock
outstanding as of the report filed on Form 10-Q on November 14, 2000.





CUSIP No. 595072 1 09                 13G                 Page 3    of 5   Pages

Item 1(a).  Name of Issuer:

     MicroFinancial Incorporated

Item 1(b).  Address of Issuer's Principal Executive Offices:

     950 Winter Street, Waltham, Massachusetts 02154

Item 2(a).  Name of Person Filing:

     Peter R. Bleyleben

Item 2(b).  Address of Principal Business Office, or if None, Residence:

     950 Winter Street, Waltham, Massachusetts 02154

Item 2(c).  Citizenship:

     United States of America

Item 2(d).  Title of Class of Securities:

     Common Stock

Item 2(e).  CUSIP Number:

     595072 1 09

Item 3.  If this Statement is filed  pursuant  to Rule 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 Exchange Act.

    (b) [_]  Bank as defined in Section 3(a)(6) of the Exchange Act.

    (c) [_]  Insurance  company as defined in Section  3(a)(19) of the Exchange
             Act.

    (d) [_]  Investment  company  registered  under Section 8 of the Investment
             Company Act.

    (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
             Rule 13d-1(b)(1)(ii)(G).

    (h) [_]  A savings  association  as defined in Section 3(b) of the Federal
             Deposit Insurance Act.

    (i) [_]  A church plan that is excluded from the definition of an investment
             company under Section 3(c)(14) of the Investment Company Act.

    (j) [_]  Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

              Not Applicable.





CUSIP No. 595072 1 09                   13G               Page 4    of 5   Pages

Item 4.    Ownership.

       (a)  Amount beneficially owned:    1,589,310

       Of such  1,589,310  shares of Common  Stock the  reporting  person is the
       direct  beneficial  owner of 1,529,310  shares of Common Stock and 60,000
       shares of Common Stock  issuable upon the exercise of options which shall
       have vested by February 25, 2001.

       (b)  Percent of class:    Approximately 12.5% (2)

       (c)  Number of shares as to which such person has:

       (i)   Sole power to vote or to direct the vote:      1,589,310

       (ii)  Shared power to vote or to direct the vote:    None

       (iii) Sole power to dispose or to direct the disposition of: 1,589,310

       (iv)  Shared power to dispose or to direct the disposition of: None

Item 5.  Ownership of Five Percent or Less of a Class.

         Not Applicable.

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. Certifications.

         Not Applicable.

(2) Based on 12,710,946  shares of  MicroFinancial  Incorporated's  Common Stock
outstanding as of the report filed on Form 10-Q on November 14, 2000.





CUSIP No. 595072 1 09               13G                   Page 5    of 5   Pages



                                    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 8, 2001
                                           -------------------------------------
                                           (Date)



                                        /s/ Peter B. Bleyleben
                                           -------------------------------------
                                           Peter R. Bleyleben
                                           Name


                                           Peter R. Bleyleben
                                           (Name/Title)


Attention:- Intentional misstatements or omissions of fact constitute federal
criminal violations (see 18 U.S.C. 1001).