Form 4
U.S. SECURITES AND EXCHANGE COMMISSION
Washington, DC 20549
OMB APPROVAL
OMC number 3235-0287
Expires April 30, 1997
Estimated average burden hours per response 0.5
[ ]Check this box if no longer subject to Section 16. Form 4 or Form 5
obligations may continue. See Instructions 1(b)
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934,
Section 17 (a) of the Public Utility Holding Company Act of 1935 or
Section 30 (f) of the Investment Company Act of 1940
1. Name and Address of Reporting Person
LANE JOHN D.
(Last) (First) (Middle)
203 QUEENS GRANT ROAD
(Street)
FAIRFIELD CT 06430
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Pacific Research & Engineering Corporation
PXE- AMEX
3. IRS or Social Security Number of Reporting Person (Voluntary)
4. Statement for Month/Year
JUNE 1997
5. If Amendment, Date of Original (Month/Year)
JUNE 1997
6. Relation of reporting Person to Issues
(Check all applicable)
__X__ Director _____ 10%Owner
_____ Officer (give title below) _____ Other (specify below)
______________________________________________________________
<TABLE>
Table 1- Non-Derivative Securities Acquired, Disposed of, or Beneficially
Owned
<CAPTION>
1.Title of Security 2.Trans- 3.Trans- 4.Securities Acquired (A) or
(Instr. 3) action action Disposed of (D)
Date Code (Instr. 3, 4, and 5)
(Month/ (Instr.8)
Day/
Year)
Code V Amount (A) or (D) Price
<S> <C> <C> <C> <C> <C> <C>
Common Stock,no par value 6/06/97 P 1,800 A 2.00
Common Stock,no par value 6/20/97 P 200 A 2.875
5.Amount of 6.Ownership 7.Nature
Securities Form: of Indirect
Beneficially Direct (D) or Beneficial
Owned at End Indirect (I) Ownership
of Month (Instr. 4) (Instr. 4)
(Instr. 3 and 4)
<C> <C> <C>
D
8,000 D
<FN>
<F1>Reminder: Report on a separate line for each class of securities
beneficially owned directly or indirectly.
</FN>
</TABLE>
<TABLE>
FORM 4 (continued) Table II-Derivative Securities Acquired, Disposed
of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
1.Title Derivative 2.Conver- 3.Trans- 4.Transac- 5. Number of Deriv-
Security (Instr.3) sion or action tion Code ative Securities Ac-
Exercise Date (Instr. 8) quired (A) or Dis-
Price of (Month/ posed of (D)
Deriv- Day/ (Instr. 3, 4, and 5)
ative Year)
Security
Code V (A) (D)
<S> <C> <C> <C> <C> <C>
NOT APPLICABLE
6.Date Exercis- 7.Title and Amount of 8.Price 9. Number 10.Owner- 11.Na-
able and Ex- Underlying Securities of of Deriv- ship ture
piration Date (Instr. 3 and 4) Deriv- ative Form of of In
(Month/Day/ ative Secur- Derivative direct
Year) Secur- ities Security: Bene-
ity Bene- Direct ficial
(Instr. ficially (D) or Own-
5) Owned Indi- ership
Amount at End rect (I) (Instr.
Date Expira- or Num- of (Instr. 4) 4)
Exer- tion ber of Month
cisable Date Title Shares (Instr. 4)
<C> <C> <C> <C> <C> <C> <C> <C>
<FN>
<F1>Explanation of responses:
</FN>
</TABLE>
** Intentional misstatements or omissions of facts constitute Federal
Criminal Violations ______/S/ JOHN D LANE___________ __07/10/97__
** Signature of Reporting Person Date
See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a)
Note: File three copies of this Form, one of which must be manually
signed. If space provided is insufficient, see Instruction 6 for
procedure.
OMB APPROVAL
OMC number 3235-0287
Expires February 1, 1997
Estimated average burden
hours per response 0.5
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 4
STATEMENT OF CHANGES OF BENEFICIAL OWNERSHIP OF SECURITIES
THE COMMISSION IS AUTHORIZED TO SOLICIT THE INFORMATION REQUIRED BY
THIS FORM PURSUANT TO SECTIONS 16(a) AND 23(a) OF THE SECURITIES
EXHANGE ACT OF 1934, SECTIONS 17(a) AND 20(a) OF THE PUBLIC UTILITY
HOLDING COMPANY ACT OF 1935, AND SECTIONS 30 (f) AND 38 OF THE
INVESTMENT COMPANY ACT OF 1940, AND THE RULES AND REGULATIONS
THEREUNDER.
DISCLOSURE OF INFORMATION SPECIFIED IN THIS FORM IS MANDATORY, EXCEPT
FOR DISCLOSURE OF IRS OR SOCIAL SECURITY NUMBERS OF THE REPORTING
PERSON, WHICH IS VOLUNTARY. IF SUCH NUMBERS ARE FURNISHED, THEY WILL
ASSIST THE COMMISSION IN DISTINGUISHING REPORTING PERSONS WITH SIMILAR
NAMES AND WILL FACILITATE THE PROMPT PROCESSING OF THE FORM. THE
INFORMATION WILL BE USED FOR THE PRIMARY PURPOSE OF DISCLOSING THE
TRANSACTIONS AND HOLDINGS OF DIRECTORS, OFFICERS, AND BENEFICIAL
OWNERS REGISTERED COMPANIES. INFORMATION DISCLOSED WILL BE A MATTER
OF PUBLIC RECORD AND AVAILABLE FOR INSPECTION BY MEMBERS OF THE PUBLIC.
THE COMMISSION CAN USE IT IN INVESTIGATIONS OR LITIGATION INVOLVING
FEDERAL SECURITIES LAWS OR OTHER CIVIL, CRIMINAL, OR REGULATORY
STATUTES OR PROVISIONS, AS WELL AS FOR REFERRAL TO OTHER GOVERNMENTAL
AUTHORITIES AND SELF-REGULATORY ORGANIZATIONS. FAILURE TO DISCLOSE
REQUIRED INFORMATION MAY RESULT IN CIVIL OR CRIMINAL ACTION AGAINST
PERSONS INVOLVED FOR VIOLATIONS OF THE FEDERAL SECURITIES LAWS AND
RULES.
Form 4
