SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Zomax Optical Media, Inc.
(Name of Issuer)
Common Stock, no par value
(Title of Class of Securities)
989929 10 4
(CUSIP Number)
*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 on 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).
(Continued on following page(s))
<PAGE>
SCHEDULE 13G
CUSIP No. 989929 10 4 Page 2 of 4 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Metacom, Inc.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Minnesota
NUMBER OF 5 SOLE VOTING POWER
SHARES 257,311
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
6 SHARED VOTING POWER
0
7 SOLE DISPOSITIVE POWER
257,311
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
257,311
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
3.6%
12 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Item 1(a) Name of Issuer:
Zomax Optical Media, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
5353 Nathan Lane N.
Plymouth, MN 55442
Item 2(a) Name of Person Filing:
See Cover Page Item 1
Item 2(b) Address of Principal Business Office or, if none, residence:
5353 Nathan Lane N.
Plymouth, MN 55442
Item 2(c) Citizenship:
See Cover Page Item 4
Item 2(d) Title of Class of Securities:
Common Stock
Item 2(e) CUSIP No.:
See Cover Page
Item 3 Statement Filed Pursuant to Rules 13d-1(b) or 13d-2(b):
Not applicable
Item 4(a) Amount Beneficially Owned:
See Cover Page Item 9
Item 4(b) Percent of Class:
See Cover Page Item 11
Item 4(c) Number of Shares as to Which Such Person Has:
(i) sole power to vote or to direct the vote: See Cover Page
Item 5
(ii) shared power to vote or to direct the vote: See Cover Page
Item 6
(iii) sole power to dispose or to direct the disposition of: See
Cover Page Item 7
(iv) shared power to dispose or to direct the disposition of: See
Cover Page Item 8
Item 5 Ownership of Five Percent or Less of a Class:
No longer owns more than five percent (5%) of
company's Common Stock.
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
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 as of December 31, 1998.
Dated: January 23, 1999
METACOM, INC.
By: /s/ Phillip T. Levin
Phillip T. Levin, President
