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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 3)
RAYTEL MEDICAL CORPORATION
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(Name of Issuer)
Common Stock, $0.001 Par Value
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(Title of Class of Securities)
755107-10-9
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(CUSIP Number)
Check the following box if a fee is being paid with this statement [ ].
(A fee is not required only if the filing person: (1) has a previous
statement on file reporting beneficial ownership of more than five
percent of the class of securities described in Item 1; and (2) has
filed no amendment subsequent thereto reporting beneficial ownership
of five percent or less of such class.) (See Rule 13d-7.)
*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).
Page 1 of 5 Pages
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CUSIP No. 755107-10-9 13G PAGE 2 OF 5 PAGES
1 NAME OF REPORTING PERSON
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Richard F. Bader
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
N/A
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5 SOLE VOTING POWER
566,767
NUMBER OF 6 SHARED VOTING POWER
SHARES 0
BENEFICIALLY
OWNED BY
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 566,767
PERSON
WITH
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
566,767
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
6.4%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
Page 2 of 5 Pages
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Item 1(a) Name of Issuer:
Raytel Medical Corporation
Item 1(b) Address of Issuer's Principal Executive Offices:
2755 Campus Drive, Suite 200
San Mateo, CA 94403
Item 2(a) Name of Person Filing:
Richard F. Bader
Item 2(b) Address of Principal Business Office:
Raytel Medical Corporation
2755 Campus Drive, Suite 200
San Mateo, CA 94403
Item 2(c) Citizenship:
The filing person is a citizen of the United
States of America.
Item 2(d) Title of Class of Securities:
Common Stock, $0.001 par value
Item 2(e) CUSIP Number:
755107-10-9
Item 3 Type of Person:
Not Applicable
Item 4 Ownership (at December 31, 1998);
(a) Amount owned "beneficially" within the meaning of rule
13d-3: 566,767 shares; includes 146,522 shares which
are subject to purchase within 60 days pursuant to the
exercise of stock options.
(b) Percent of class: 6.4%, based on 8,672,281 shares
outstanding on November 30, 1998 as reported in the
Page 3 of 5 Pages
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Page 4 of 5 Pages
Issuer's Report on Form 10-K for the fiscal year ended
September 30, 1998.
(c). Number of Shares as to which such person has:
(i) sole power to vote or to direct the vote: 566,767
shares
(ii) shared power to vote or to direct the vote: 0
(iii) sole power to dispose or to direct the
disposition of: 566,767 shares
(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
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:
Not Applicable
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Page 5 of 5 Pages
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: February 12, 1999
/s/ Richard F. Bader
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Richard F. Bader
