<TABLE>
<CAPTION>
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
X Check this box if no FORM 4
- ---- longer subject to
Section 16. Form 4 or STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Form 5 obligations may
continue. See Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934,
Instruction 1(b). Section 17(a) of the Public Utility Holding Company Act of 1935
or Section 30(f) of the Investment Company Act of 1940
(Print or Type Responses)
<S> <C> <C> <C>
1. Name and Address of Reporting Person* 2. Issuer Name and Ticker or Trading Symbol 6. Relationship of Reporting Person
NIXON GEOFFREY UNIVERSAL ELECTRONICS INC. (UEIC) to Issuer (Check all applicable)
__________________________________________ _____________________________________________ ___ Director 10% Owner
---
(Last) (First) (Middle) 3. IRS Identification 4. Statement for ___ Officer (give _X_ Other (Specify
Number of Reporting Month/Year title below) below)
11 WEST 42ND STREET, 19TH FLOOR Person, if an entity
(voluntary) MAY 1999 Former 10% Owner
__________________________________________ ______________________________________________________________
(Street)
5. If Amendment, Date of 7. Individual or Joint/Group Filing
NEW YORK NY 10036 Original (Month/Year) (Check applicable line)
__________________________________________ ___ Form Filed by one Reporting Person
(City) (State) (Zip) X Form Filed by more than one
--- Reporting Person
</TABLE>
<TABLE>
<CAPTION>
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
5. Amount of
3. Trans- 4. Securities Acquired (A) Securities
2. Trans- action or Disposed of (D) Beneficially 6. Ownership
action Code (Instr. 3, 4 and 5) Owned at Form: 7. Nature of
Date (Instr. --------------------------- End of Direct(D) Indirect
Month/ 8) (A) Month or Beneficial
1. Title of Security Day/ Amount or Price (Instr. Indirect(I) Ownership
(Instr.3) Year) (D) 3 and 4) (Instr. 4) (Instr. 4)
- ----------------------------- --------- ---------- -------- --- -------- ------------ ------------- ------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Common Stock, $0.01 par 04/14/99 S 4,900 D 15.25 2,500 D see p.3
per share - see p. 3
Common Stock, $0.01 par 05/07/99 S 4,000 D 19.75 37,850 I see p.3
per share - see p. 3
Common Stock, $0.01 par 05/07/99 S 18,000 D 19.75 187,550 I see p.3
per share - see p. 3
Common Stock, $0.01 par 05/07/99 S 3,500 D 19.75 16,300 I see p.3
per share - see p. 3
Common Stock, $0.01 par 05/07/99 S 4,500 D 19.75 38,000 I see p.3
per share - see p. 3
Common Stock, $0.01 par N/A N/A N/A N/A N/A 222,600 I see p.3
per share - see p. 3
* If this form is filed by more than one reporting person, see Instruction 4(b)(v).
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. (Over)
</TABLE>
<PAGE>
<TABLE>
<CAPTION> Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
2. Conver- 5. Number of Deriv- 6. Date Exercisable
sion or 3. Trans- 4. Trans- ative Securities and Expiration Date
Exercise action action Acquired (A) or (Month/Day/Year)
Price of Date Code Disposed of (D) -----------------------
Deriv- (Month/ (Instr. 8) (Instr. 3, 4, and 5) Date
1. Title of Derivative Security ative Day/ ----- ---- ----------------------- Exercis- Expiration
(Instr. 3) Security Year) Code V A D able Date
- ---------------------------------- ----------- ---------- ------------ ----------- ----------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
<CAPTION>
9. Number of 10. Ownership
Derivative of Deriv-
Securities ative
7. Title and Amount of Underlying Benefi- Security:
Securities (Instr. 3 and 4) cially Direct
--------------------------------- 8. Price of Owned (D) or
Amount or Derivative at End Indirect
1. Title of Derivative Title Number of Security of Month (I)
Security (Instr. 3) Shares (Instr. 5) (Instr. 4) (Instr. 4)
- ---------------------- -------------------- --------- ------------- ------------- --------------
<S> <C> <C> <C> <C> <C>
Explanation of Responses
/s/ Geoffrey Nixon June 9, 1999
**Intentional misstatements or omissions of facts constitute ------------------------------- --------------
Federal Criminal Violations. See 18 U.S.C. 1001 and **Signature of Reporting Person Date
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.
Page 2
SEC 1474 (8-92)
</TABLE>
<PAGE>
Designated Filer: Geoffrey Nixon
Statement for Month/Year: May 1999
Issuer Name and Symbol: Universal Electronics, Inc. (UEIC)
_____________________________________________________________________________
This Form 4 is filed by Geoffrey Nixon ("Nixon"), Mission Partners,
L.P. ("Mission"), Liberty Nominees Limited ("Liberty"), Horizon Offshore,
Ltd. ("Horizon"), M Partners L.P. ("M Partners") and Mayfair Capital Fund,
L.P. ("Mayfair") (collectively the "Group"; each member of the Group being
hereinafter referred to individually as a "Member" and collectively as
"Members"). Nixon's principal business address is 11 West 42nd Street, 19th
Floor, New York NY 10036. Mission's principal business address is 11 West
42nd Street, 19th Floor, New York, NY 10036. MCM Associates, Ltd., a
Delaware corporation ("MCM"), is the sole general partner of Mission and, as
such, MCM has full voting and dispositive power with respect to all of the
securities owned by Mission. Nixon is the sole officer, director and
shareholder of MCM. Liberty's principal business address is at P.O. Box 10-
246, Wellington, New Zealand. Liberty has established an account over which
MCM has sole investment discretion. It is the account over which MCM has
sole investment discretion that has purchased the subject shares. Horizon's
principal business address is at c/o International Management Services,
Limited, Harbour Centre, North Church Street, P.O. Box 616, George Town,
Grand Cayman, Cayman Islands, B.W.I. MCM is the sole investment manager of
Horizon and MCM has full voting and dispositive power with respect to all of
the securities owned by Horizon. M Partners principal business address if at
42 Pleasant Street, Watertown, MA 02172. M Partners has established an
account over which it has given sole investment discretion to MCM. It is the
account over which MCM has sole investment discretion that has purchased the
subject shares. Mayfair's principal business address is 11 West 42nd Street,
19th Floor, New York, NY 10036. MCM Capital Management, LLC, a Delaware
limited liability company (the "LLC"), is the sole general partner of Mayfair
and, as such, LLC has full voting and dispositive power with respect to all
of the securities owned by Mayfair. Nixon is the sole manager and principal
member of LLC. The other member of LLC is Nixon's wife.
Set forth below are the names of the Members and the amount of
securities beneficially owned (all ownership is direct and note that sales
took place during May 1999 after the parties hereto collectively owned less
than ten (10%) percent of UEIC's Common Stock) at May 31, 1999:
Amount of Securities
Name of Member Beneficially Owned
------------- --------------------
Nixon 2,500
Mission 185,550
Liberty 37,850
Horizon 38,000
M Partners 16,300
Mayfair 222,600
-----------
Total 502,800
===========
Page 3 of 4
Designated Filer: Geoffrey Nixon
Statement for Month/Year: May 1999
Issuer Name and Symbol: Universal Electronics, Inc. (UEIC)
____________________________________________________________________________
SIGNATURES
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: June 9, 1999
MISSION PARTNERS, L.P.
By: MCM Associates, Ltd., General Partner
By: /s/ Geoffrey Nixo
--------------------------------------------
Geoffrey Nixon, President
LIBERTY NOMINEES LIMITED
By: MCM Associates, Ltd., Investment Manager
By: /s/ Geoffrey Nixon
--------------------------------------------
Geoffrey Nixon, President
HORIZON OFFSHORE, LTD.
By: /s/ Geoffrey Nixon
--------------------------------------------
Geoffrey Nixon, Director
M PARTNERS, L.P.
By: MCM Associates, Ltd., Investment Manager
By: /s/ Geoffrey Nixon
--------------------------------------------
Geoffrey Nixon, President
MAYFAIR CAPITAL FUND, L.P.
By: MCM Capital Management, LLC, General Partner
By: /s/ Geoffrey Nixon
--------------------------------------------
Geoffrey Nixon, Manager
Page 4 of 4
