UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 4)*
V.I. Technologies, Inc.
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(Name of Issuer)
Common Stock, $.01 par value
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(Title of Class of Securities)
917920 10 0
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(CUSIP Number)
December 31, 2003
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(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)
*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 the
disclosures provided in a prior cover page.
The information required in 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).
SEC 1745 (3-98)
CUSIP No. 917920 10 0
1 Name of Reporting Person: Pall Corporation
I.R.S. Identification No. of above person (entities only): 11-1541330
2 Check the Appropriate Box if a Member of a Group (See Instructions): (a) [ ]
(b) [X]
3 SEC Use Only
4 Citizenship or Place of Organization: New York
NUMBER OF 5 Sole Voting Power: 6,174,590 shares
SHARES
BENEFICIALLY 6 Shared Voting Power: -0-
OWNED BY
EACH 7 Sole Dispositive Power: 6,174,590 shares
REPORTING
PERSON 8 Shared Dispositive Power: -0-
WITH
9 Aggregate Amount Beneficially Owned by Each Reporting Person:
6,174,590 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): 13.4%*
12 Type of Reporting Person: CO
___________________
* The Issuer has advised the Reporting Person that as of the close of
business on December 31, 2003, there were 45,929,875 shares of Common Stock
outstanding.
Page 2 of 5 Pages
Item 1.
(a) Name of Issuer: V.I. Technologies, Inc.
(b) Address of Issuer's Principal Executive Offices:
134 Coolidge Avenue
Watertown, Massachusetts 02472
Item 2.
(a) Name of Person Filing: Pall Corporation
(b) Address of Principal Business
Office or, if none, Residence: 2200 Northern Boulevard
East Hills, New York 11548
(c) Citizenship: New York
(d) Title of Class of Securities: Common Stock, $.01 par value
(e) CUSIP Number: 917920 10 0
Item 3.
Not applicable.
Item 4. Ownership
Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in Item 1.
(a) Amount beneficially owned (as of December 31, 2003): 6,174,590 shares
(b) Percent of class: 13.4%*
___________________
* The Issuer has advised the Reporting Person that as of the close of
business on December 31, 2003, there were 45,929,875 shares of Common Stock
outstanding.
Page 3 of 5 Pages
(c) Number of shares as to which the person has:
(i) sole power to vote or to direct the vote: 6,174,590 shares
(ii) shared power to vote or to direct the vote: -0-
(iii) sole power to dispose or to direct the disposition of:
6,174,590 shares
(iv) shared power to dispose or to direct the disposition of: -0-
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 hereo f the reporting person has ceased to be the beneficial owner of
more than five percent of the class of securities, check the following .[ ]
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 or Control
Person
Not applicable.
Item 8. Identification and Classification of Members of the Group
Not applicable.
Item 9. Notice of Dissolution of Group
Not applicable.
Page 4 of 5 Pages
Item 10. Certification
By signing below, the undersigned certifies that, to the best of its
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 its knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
January 26, 2004
PALL CORPORATION
By: /s/ Mary Ann Bartlett
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Mary Ann Bartlett
Secretary
Page 5 of 5 Pages