SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)
SPACEHAB INCORPORATED
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
846243103
(CUSIP Number)
*The remainder of this cover page shall be filled our 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") of 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).
Page 1 of 5 Pages
(Continued on following page(s))
Page 2 of 5 Pages
CUSIP NO. 846243103
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Zesiger Capital Group LLC
Tax Id. No. 13-3813880
2. Check the Appropriate Box if a Member of a Group*
(a)
N/A
(b)
3. SEC Use Only
4. Citizenship or Place of Organization
New York, New York
Number 5. Sole Voting Power 825,438
of
Shares 6. Shared Voting Power N/A
Beneficially
Owned by Each 7. Sole Dispositive Power 1,226,456
Reporting
Person With 8. Shared Dispositve Power N/A
9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,226,456
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*
N/A
11. Percent of Class Represented by Amount in Row (9)
11.0%
12. Type of Reporting Person*
Investment Adviser (IA)
Page 3 of 5 Pages
Item 1.
(a) Name of Issuer:
Spacehab Incorporated
(b) Address of Issuer's Principal Executive Office:
1595 Spring Hill Road, Suite 360
Vienna, VA 22182
Item 2. (a), (b) and (c) Name of Persons Filing, Address of Principal Business
Office and Citizenship:
Zesiger Capital Group LLC
320 Park Avenue, 30th Floor
New York, New York 10022
New York
(d) Title of Class of Securities:
Common Stock
(e) CUSIP number:
846243103
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b),
check whether the person filing is a(n):
X Investment Advisor registered under section 203 of the
Investment Advisors Act of 1940
Page 4 of 5 Pages
Item 4. Ownership
If the person of the class owned, as of December 31 of the
year covered by this statement, or as of the last day of any
month described in Rule 13d-1(b)(2), if applicable, exceeds
five percent, provide the following information as of that date
and identify those shares which there is a right to acquire.
(a) Amount Beneficially Owned
1,226,456
(b) Percent of Class
11.0%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
825,438
(ii) shared power to vote or to direct the vote
N/A
(iii)sole power to dispose or to direct the disposition
1,226,456
(iv) shared power to dispose or to direct the disposition of
N/A
Zesiger Capital Group ("ZCG") hereby disclaims beneficial
ownership of all the above securities. Such securities are
held in discretionary accounts which ZCG manages.
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
Clients for whom Zesiger Capital Group LLC acts as an investment
adviser may withdraw dividends or the proceeds of sales from the
accounts managed by Zesiger Capital Group LLC. No single client
account owns more than 5% of the class of securities.
Page 5 of 5 Pages
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 in the
ordinary course of business and were not acquired 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
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 4, 1998
Date
/s/ Barrie R. Zesiger
