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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
SRS Labs, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
78464M 10 6
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(CUSIP Number)
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)
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* 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).
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CUSIP No. 78464M 10 6 13G Page 2 of 6 Pages
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1 NAMES OF REPORTING PERSONS OR
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Walter W. Cruttenden
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) / /
(b) / /
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
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NUMBER 5 SOLE VOTING POWER
OF SHARES
BENEFICIALLY 488,000
OWNED -----------------------------------------------------------------
BY EACH 6 SHARED VOTING POWER
REPORTING
PERSON -0-
WITH -----------------------------------------------------------------
7 SOLE DISPOSITIVE POWER
488,000
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8 SHARED DISPOSITIVE POWER
-0-
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
488,000
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10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
/X/
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.2% (Based on 11,688,893 shares of SRS Labs, Inc.' common stock
reported as outstanding as of December 31, 1998.)
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12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
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CUSIP No. 78464M 10 6 13G Page 3 of 6 Pages
Item 1(a). Name of Issuer:
SRS Labs, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
2909 Daimler Street, Santa Ana, California 92705
Item 2(a). Name of Person Filing:
Walter W. Cruttenden
Item 2(b). Address of Principal Business Office or, if None, Residence:
Cruttenden Roth Incorporated, 18301 Von Karman, Suite 100,
Irvine, California 92715
Item 2(c). Citizenship:
U.S.A.
Item 2(d). Title of Class of Securities:
Common Stock
Item 2(e). CUSIP Number:
78464M 10 6
Item 3. If this statement is filed pursuant to sections 240.13d-1(b) or
240.13d-2(b) or (c), check whether the person filing is a:
(a) [ ] Broker or dealer registered under section 15 of the
Act (15 U.S.C.78o);
(b) [ ] Bank as defined in section 3(a)(6) of the Act (15
U.S.C. 78c);
(c) [ ] Insurance company as defined in section 3(a)(19) of
the Act (15 U.S.C. 78c);
(d) [ ] Investment company registered under section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) [ ] An investment adviser in accordance with section
240.13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in
accordance with section 240.13d-1(b)(1)(ii)(F);
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CUSIP No. 78464M 10 6 13G Page 4 of 6 Pages
(g) [ ] A parent holding company or control person in
accordance with section 240.13d-1(b)(1)(ii)(G);
(h) [ ] A savings associations as defined in Section 3(b) of
the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) [ ] A church plan that is excluded from the definition
of an investment company under section 3(c)(14) of the
Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) [ ] Group, in accordance with section
240.13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to section 240.13d-1(c),
check this box [ X ].
Item 4. Ownership.
(a) Amount Beneficially Owned: 488,000
(b) Percent of Class: 4.2%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote: 488,000
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the
disposition of: 488,000
(iv) Shared power to dispose or to direct the
disposition of: 0
Walter W. Cruttenden's beneficial ownership of the
488,000 shares set forth above is subject to applicable
community property laws. The 488,000 shares beneficially
owned by Mr. Cruttenden include 87,000 shares held by
Mr. Cruttenden as custodian for three of his children,
Rian P. Cruttenden (29,000 shares), Jeffrey J.
Cruttenden (29,000 shares) and Alexander Cruttenden
(29,000 shares), each of whom has the right to receive
the dividends from, and the proceeds from the sale of
such shares. The 488,000 shares beneficially owned by
Mr. Cruttenden do not include 29,000 shares held by one
of his children, Christopher L. Cruttenden. Mr.
Cruttenden disclaims beneficial ownership of the 29,000
shares held by Christopher L. Cruttenden.
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CUSIP No. 78464M 10 6 13G Page 5 of 6 Pages
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of
the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities, check the following. [ X ]
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Inapplicable.
Item 7. Identification and Classification of the Subsidiary which Acquired the
Security Being Reported on by the Parent Holding Company.
Inapplicable.
Item 8. Identification and Classification of Members of the Group.
Inapplicable.
Item 9. Notice of Dissolution of Group.
Inapplicable.
Item 10. Certification.
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 control of the
Issuer of the securities and were not acquire and are not held in connection
with or as a participant in any transaction having that purpose or effect.
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CUSIP No. 78464M 10 6 13G Page 6 of 6 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.
February 16, 1999
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Date
/s/ Walter W. Cruttenden
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Walter W. Cruttenden
