Schedule 13G
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
SCHEDULE
13G
Under
the Securities Exchange Act of 1934*
Harbor
Acquisition Corporation
(Name
of
Issuer)
Units,
each consisting of one share of Common Stock, 0.0001 par value per share, and
one
Common
Stock Purchase Warrant
Common
Stock, 0.0001 par value per share
(Title
of
Class of Securities)
41145X206
(Units)
41145X107
(Common Stock)
(CUSIP
Number)
July
11,
2006
(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)
þ
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.
CUSIP
No.
41145X206
Page
2
of
6
1
|
NAME
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Azimuth
Opportunity, Ltd.
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
r
(b)
r
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
British
Virgin Islands
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER
932,600
|
6
|
SHARED
VOTING POWER
0
|
7
|
SOLE
DISPOSITIVE POWER
932,600
|
8
|
SHARED
DISPOSITIVE POWER
0
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
932,600
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
r
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.6%
|
12
|
TYPE
OF REPORTING PERSON*
OO
(An international business company organized under the laws of the
British
Virgin Islands)
|
*SEE
INSTRUCTIONS BEFORE FILLING OUT!
CUSIP
No.
41145X206
Page
3
of
6
Item
1.
(a) Name
of
Issuer:
Harbor
Acquisition Corporation (the “Company”)
(b) Address
of Issuer's Principal Executive Offices:
One
Boston Place, Suite 3630
Boston,
Massachusetts, 02108
Item
2.
(a) Name
of
Person Filing:
Azimuth
Opportunity, Ltd.
(b) Address
of Principal Business Office or, if none, Residence:
Azimuth
Opportunity, Ltd.
c/o
WSmiths Finance
Nemours
Chambers
P.O.
Box
3170
Road
Town, Tortola
British
Virgin Islands
(c) Citizenship:
British
Virgin Islands
(d) Title
of
Class of Securities:
Units
(“Units”), each consisting of one share of Common Stock, 0.0001 par value per
share, and one Common Stock Purchase Warrant (“Warrant”).
Common
Stock, 0.0001 par value per share (“Common Stock”).
(e) CUSIP
Number:
41145X206
(Units)
41145X107
(Common Stock)
CUSIP
No.
41145X206
Page
4
of
6
Item
3. If
this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check
whether
the person filing is a:
Not
applicable.
Item
4. Ownership.
The
following is 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 the
date of this filing, the Reporting Person beneficially owns 421,700 Units and
an
additional 510,900 shares of Common Stock.
Each
Unit
consists of:
-
one
share of Common Stock; and
-
one
Warrant.
Each
Warrant entitles the holder to purchase one share of Common Stock at a price
of
$5.00. Each Warrant will become exercisable on the later of the Company's
completion of a business combination or May 1, 2007, and will expire on April
30, 2011, or earlier upon redemption.
(b) Percent
of class:
5.6%
of
the Company's Common Stock, which percentage was calculated based on a figure
of
16,800,000 shares of Common Stock outstanding as of May 1, 2006, as reported
in
the Company's Current Report on Form 8-K, dated as of May 12, 2006.
(c)
Number
of
shares as to which the person has:
(i) Sole
power to vote or to direct the vote: 932,600
(ii) Shared
power to vote or to direct the vote: 0
(iii) Sole
power to dispose or to direct the disposition of: 932,600
(iv) Shared
power to dispose or to direct the disposition of: 0
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.
CUSIP
No.
41145X206
Page 5
of
6
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. Certification
Certification
pursuant to §240.13d-1(c):
By
signing below I certify that, to the best of my 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.
CUSIP
No.
41145X206
Page
6
of
6
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.
Dated:
July 13, 2006
AZIMUTH
OPPORTUNITY,
LTD.
By:
/s/
Peter W.
Poole
Name:
Peter W.
Poole
Title:
Director