SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 2)*
QC Optics, Inc.
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(Name of Issuer)
Common Stock, $.01 par value
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(Title of Class of Securities)
746934 10 8
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(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 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. 746934-10-8 13G PAGE 2 OF 6 PAGES
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1 NAME(S) OF REPORTING PERSON(S)
S.S. OR I.R.S. IDENTIFICATION NO(S). OF ABOVE PERSON(S)
Eric T. Chase
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)[ ]
(b)[ ]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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5 SOLE VOTING POWER
1,352,955 (Includes (i) 1,347,613 shares
registered in the name of the "QC Optics, Inc.
Voting Trust." Mr. Chase is the sole voting
trustee of the voting trust and the beneficiary of
634,517 shares under this voting trust; and (ii)
5,242 shares of Common Stock underlying warrants
and stock options which are exercisable within
sixty days from the date hereof).
NUMBER OF SHARES
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BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY -0-
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EACH 7 SOLE DISPOSITIVE POWER
REPORTING 1,352,955 (Includes (i) 1,347,613 shares
registered in the name of the "QC Optics, Inc.
PERSON Voting Trust." Mr. Chase is the sole voting
trustee of the voting trust and the beneficiary of
WITH: 634,517 shares under this voting trust; and (ii)
5,242 shares of Common Stock underlying warrants
and stock options which are exercisable within
sixty days from the date hereof).
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8 SHARED DISPOSITIVE POWER
-0-
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,352,955 (Includes (i) 1,347,613 shares registered in the name of
the "QC Optics, Inc. Voting Trust." Mr. Chase is the sole voting
trustee of the voting trust and the beneficiary of 634,517 shares
under this voting trust; and (ii) 5,242 shares of Common Stock
underlying warrants and stock options which are exercisable within
sixty days from the date hereof).
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PAGE 3 OF 6 PAGES
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
[ ]
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
41.7%
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12 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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ITEM 1(A) NAME OF ISSUER
QC Optics, Inc.
ITEM 1(B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
46 Jonspin Road, Wilmington, Massachusetts 01887
ITEM 2(A) NAME OF PERSON FILING
Eric T. Chase
ITEM 2(B) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
46 Jonspin Road, Wilmington, Massachusetts 01887
ITEM 2(C) STATE OF ORGANIZATION/CITIZENSHIP
United States
ITEM 2(D) TITLE OF CLASS OF SECURITIES
Common Stock, $.01 par value
ITEM 2(E) CUSIP NUMBER
746934 10 8
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(B), OR
13D-2(B), CHECK WHETHER THE PERSON FILING IS A
(a) [ ] Broker or Dealer registered under Section 15 of the Act
(b) [ ] Bank as defined in Section 3(a)(6) of the Act
(c) [ ] Insurance Company as defined in Section 3(a)(19) of the
Act
(d) [ ] Investment Company registered under Section 8 of the
Investment Company Act
(e) [ ] Investment Adviser registered under Section 203 of the
Investment Advisers Act of 1940
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(f) [ ] Employee Benefit Plan, Pension Fund which is subject to
the provisions of the Employee Retirement Income
Security Act of 1974 or Endowment Fund; see
ss.240.13d-1(b)(1)(ii)(F)
(g) [ ] Parent Holding Company, in accordance with
ss.240.13d-1(b)(1)(ii)(G)
(h) [ ] Group, in accordance with ss.240.13d-1(b)(1)(ii)(H)
ITEM 4. OWNERSHIP
(a) Amount Beneficially Owned: 1,352,955 (Includes (i) 1,347,613
shares registered in the name of the "QC Optics, Inc. Voting Trust." Mr. Chase
is the sole voting trustee of the voting trust and the beneficiary of 634,517
shares under this voting trust; and (ii) 5,242 shares of Common Stock underlying
warrants and stock options which are exercisable within sixty days from the date
hereof).
(b) Percent of Class: 41.7%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: 1,352,955
(Includes (i) 1,347,613 shares registered in the name of the "QC Optics, Inc.
Voting Trust." Mr. Chase is the sole voting trustee of the voting trust and the
beneficiary of 634,517 shares under this voting trust; and (ii) 5,242 shares of
Common Stock underlying warrants and stock options which are exercisable within
sixty days from the date hereof).
(ii) shared power to vote or to direct the vote: -0-
(iii) sole power to dispose or to direct the disposition
of: 1,352,955 (Includes (i) 1,347,613 shares registered in the name of the "QC
Optics, Inc. Voting Trust." Mr. Chase is the sole voting trustee of the voting
trust and the beneficiary of 634,517 shares under this voting trust; and (ii)
5,242 shares of Common Stock underlying warrants and stock options which are
exercisable within sixty days from the date hereof).
(iv) shared power to dispose or to direct the disposition of: -0-
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. [ ]
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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
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 purposes 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.
Date: February 4, 1999 /s/ Eric T. Chase
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Eric T. Chase
President and Chief Executive
Officer
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