Washington, D.C. 20549

                                  SCHEDULE 13G
                    Under the Securities Exchange Act of 1934
                               (Amendment No. 1)*

                              Avid Technology Inc.
                                (Name of Issuer)

                                  Common Shares
                         (Title of Class of Securities)

                                 (CUSIP Number)

The subject  securities  were acquired on June 13, 1997 - Previous  Schedule 13G
filings  reflecting  ownership  of  these  securities  were  made on  behalf  of
Bluewater  Investment  Management  Inc.  ("Bluewater")  by  Mackenzie  Financial
Corporation Inc.  ("Mackenzie")  because  Mackenzie was the beneficial owner (as
defined under the Securities Exchange Act of 1934) of the securities held in two
investment company  portfolios  managed by Bluewater.  The most recent filing by
Mackenzie  was  January  8,  1998.  As of July 22,  1998,  Bluewater  became the
beneficial owner (as defined under the Securities Exchange Act of 1934) of these
securities held by two investment company portfolios.
             (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
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

(1)    Names of Reporting Persons
       I.R.S. Identification Nos. of Above Persons (Entities Only)

       Bluewater  Investment  Management  Inc.
(2)    Check the Appropriate Box if a Member of a Group

       (a)        [  ]
       (b)        [x]

(3)    SEC Use Only

(4)    Citizenship or Place of Organization

Toronto,  Ontario  Canada

Number of                  (5)      Sole Voting Power
Shares                     3,003,700
Benefici-                  (6)      Shared Voting Power
ally Owned                          Nil
by Each                    (7)      Sole Dispositive Power
Reporting                           3,003,700
Person With                (8)      Shared Dispositive Power

(9)    Aggregate Amount Beneficially Owned by Each Reporting Person


(10)   Check if the Aggregate Amount in Row (9) Excludes
       Certain Shares                                                  [  ]

(11)   Percent of Class Represented by Amount in Row 9

(12)   Type of Reporting Person


                                    Item 1(a)

Name of Issuer:            Avid  Technology  Inc.

                                    Item 1(b)

Address of Issuer's Principal Executive Offices:

                           Metropolitan  Technology  Park
                           One  Park  West
                           Tewksbury,  MA  01876

                                    Item 2(a)

Name of Person Filing:
         Certain  Bluewater  mutual  funds  (the  "Funds"),   which  are  trusts
organized  under  the laws of  Ontario,  Canada,  are  owners  of  record of the
securities  covered  by  this  report.  Bluewater  Investment  Management,  Inc.
("BIMI"), a corporation  incorporated under the laws of Canada, is a manager and
trustee of the Funds.  BIMI is  qualified  to act as an  investment  adviser and
manager of the Funds in the province of Ontario pursuant to a registration under
the Securities Act (Ontario).  Dennis Starritt and Dina DeGeer together own 100%
of the voting equity securities of BIMI. Consequently,  they may be deemed to be
the beneficial owner of such securities.

                                    Item 2(b)

Address of Principal Business Office:
                           Suite  1502,  Box  63
                           150  King  Street  West
                           Toronto,  Ontario
                           M5H  1J9

                                    Item 2(c)

Citizenship:               Organized  in  Toronto,  Ontario,  Canada

                                    Item 2(d)

Title of Class of Securities:
                           Common  Stock

                                    Item 2(e)

CUSIP Number:              05367P100

                                     Item 3

If this  statement is filed pursuant to Rules 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 Act

(b) [  ]        Bank as defined in section 3(a) (6) of the Act

(c) [  ]        Insurance Company as defined in section 3(a)(19) of the 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)

If this statement is filed pursuant to Rule 13d-1(c), check this box.    [x]

                                     Item 4


       (a)      Amount Beneficially Owned:


       (b)      Percent of Class:


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

(i)    Sole power to vote or to direct the vote:                  3,003,700
(ii)   Shared power to vote or to direct the vote:                Nil
(iii)  Sole power to dispose or to direct the disposition of:     3,003,700
(iv)   Shared power to dispose or to direct the disposition of:   Nil

                                     Item 5

Ownership of Five Percent or Less of a Class

       [  ]          N/A

                                     Item 6

Ownership of More than Five Percent on Behalf of Another Person


                                     Item 7

Identification  and Classification of the Subsidiary which Acquired the Security
Being Reported on By the Parent Holding Company.


                                     Item 8

Identification and Classification of Members of the Group.


                                     Item 9

Notice of Dissolution of Group.


                                     Item 10


       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.


       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

Date:        November  2,   1998

Signature:                 /s/ DINA DEGEER

Name/Title:            Dina  DeGeer

         Attention:  Intentional misstatements or omissions of fact
         constitute Federal criminal violations (See 18 U.S.C. 1001).