SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Pivotal Corporation
(Name of Issuer)
Common Stock
(Title of Class of Securities)
72581R106
(CUSIP Number)
December 31, 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:
[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 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).
CUSIP No. 72581R106 13G Page 2 of 16 Pages
________________________________________________________________________________
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
RBC Global Investment Management Inc.
________________________________________________________________________________
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [_]
(b) [_]
________________________________________________________________________________
3. SEC USE ONLY
________________________________________________________________________________
4. CITIZENSHIP OR PLACE OF ORGANIZATION
The jurisdiction of organization is Canada (federally incorporated company)
________________________________________________________________________________
5. SOLE VOTING POWER
770,900
NUMBER OF _________________________________________________________________
SHARES 6. SHARED VOTING POWER
BENEFICIALLY
OWNED BY EACH 1,515,700
REPORTING _________________________________________________________________
PERSON WITH 7. SOLE DISPOSITIVE POWER
770,900
_________________________________________________________________
8. SHARED DISPOSITIVE POWER
1,515,700
________________________________________________________________________________
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,286,600
________________________________________________________________________________
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[_]
________________________________________________________________________________
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.3%
________________________________________________________________________________
12. TYPE OF REPORTING PERSON*
Foreign Investment Adviser which received SEC no-action relief to file on
Schedule 13G as a "Qualified Institutional Investor"
________________________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
CUSIP No. 72581R106 13G Page 3 of 16 Pages
________________________________________________________________________________
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
The Royal Trust Company
________________________________________________________________________________
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [_]
(b) [_]
________________________________________________________________________________
3. SEC USE ONLY
________________________________________________________________________________
4. CITIZENSHIP OR PLACE OF ORGANIZATION
The jurisdiction of organization is Canada (federally incorporated company)
________________________________________________________________________________
5. SOLE VOTING POWER
N/A
NUMBER OF _________________________________________________________________
SHARES 6. SHARED VOTING POWER
BENEFICIALLY
OWNED BY EACH 1,515,700
REPORTING _________________________________________________________________
PERSON WITH 7. SOLE DISPOSITIVE POWER
N/A
_________________________________________________________________
8. SHARED DISPOSITIVE POWER
1,515,700
________________________________________________________________________________
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,515,700
________________________________________________________________________________
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[_]
________________________________________________________________________________
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.1%
________________________________________________________________________________
12. TYPE OF REPORTING PERSON*
Foreign Trust Company which received SEC no-action relief to file
on Schedule 13G as a "Qualified Institutional Investor"
________________________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Item 1(a). Name of Issuer:
Pivotal Corporation
Item 1(b). Address of Issuer's Principal Executive Offices:
Pivotal Corporation
300 - 224 West Esplanade
North Vancouver, British Columbia
Canada, A1 V7M 3M6
Item 2(a). Name of Person Filing:
1. RBC Global Investment Management Inc. ("RBC GIM")
2. The Royal Trust Company ("RT")
Item 2(b). Address of Principal Business Office or, if None, Residence:
1. RBC Global Investment Management Inc.
Royal Trust Tower
77 King Street West, Suite 3800
Toronto, Ontario M5K 1H1
2. The Royal Trust Company
Royal Trust Tower, P.O. Box 7500, Station A
77 King Street West, 6th Floor
Toronto, Ontario M5W 1P9
Item 2(a). Citizenship:
Canada
Item 2(d). Title of Class of Securities:
Common Stock
Item 2(e). CUSIP Number:
72581R106
Item 3. If this statement is filed pursuant to Rules 240.13d-1(b) or
240.13d-2(b) or (c), check whether the person filing is a:
1. RBC Global Investment Management Inc. is a Foreign Investment
Adviser which received SEC no-action relief to file on Schedule 13G
as a Qualified Institutional Investor.
2. The Royal Trust Company is a Foreign Trust Company which received SEC
no-action relief to file on Schedule 13G as a Qualified Institutional
Investor.
Item 4. Ownership.
(a) Amount beneficially owned:
1. RBC GIM - 2,286,600
2. RT - 1,515,700
(b) Percent of class:
1. RBC GIM - 9.3%
2. RT - 6.1%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote
RBC GIM - 770,900
(ii) Shared power to vote or to direct the vote
1. RBC GIM - 1,515,700
2. RT - 1,515,700
(iii) Sole power to dispose or to direct the disposition of
RBC GIM - 770,900
(iv) Shared power to dispose or to direct the disposition of
1. RBC GIM - 1,515,700
2. RT - 1,515,700
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 [ ].
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
1. RBC Global Investment Management Inc. ("RBC GIM") is a foreign
investment advisor. Accounts managed on a discretionary basis
by RBC GIM are known to have the right to receive or the
power to direct the receipt of dividends from, or the proceeds
from, the sale of such securities. The Royal Canadian Growth
Fund, an account managed by RBC GIM, owns more than five
percent of the class.
2. The Royal Trust Company, a foreign Trust Company which has
received SEC no-action relief to file on Schedule 13G as a
Qualified Institutional Investor, is reporting holdings over
which it is deemed to be a beneficial owner by virtue of its
status as trustee and/or as principal. The Royal Canadian
Growth Fund, an account for which The Royal Trust Company
serves as trustee, owns more than five percent of a class.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company.
N/A
Item 8. Identification and Classification of Members of the Group.
N/A
Item 9. Notice of Dissolution of Group.
N/A
Item 10. Certification.
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 and
do not have 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 such 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 14, 2003
-----------------------------
(Date)
/s/ M. George Lewis
-----------------------------
(Signature)
M. George Lewis/President &
C.E.O.
RBC Global Investment
Management Inc.
-----------------------------
(Name/Title)
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 14, 2003
-----------------------------
(Date)
/s/ M. George Lewis
-----------------------------
(Signature)
M. George Lewis/
Authorized Signatory
The Royal Trust Company
-----------------------------
(Name/Title)