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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO
RULES 13d-1(b), (c) and (d) AND AMENDMENTS THERETO
FILED PURSUANT TO RULE 13d-2(b) (1)
(Amendment No. 1)
MEADE INSTRUMENTS CORP.
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(Name of Issuer)
COMMON STOCK
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(Title of Class of Securities)
583062 10 4
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(CUSIP Number)
1/28/98
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[X] Rule 13d-1(d)
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(1) 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. 583062 10 4 13G PAGE 2 OF 5 PAGES
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1. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Steven G. Murdock
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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
U.S.A.
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NUMBER OF 5. SOLE VOTING POWER
SHARES 791,666 shares common stock*
BENEFICIALLY -----------------------------------------------------------
OWNED BY 6. SHARED VOTING POWER
EACH N/A
REPORTING -----------------------------------------------------------
PERSON 7. SOLE DISPOSITIVE POWER
WITH 791,666 shares common stock*
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8. SHARED DISPOSITIVE POWER
N/A
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
791,666 shares common stock*
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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
10.0%*
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12. TYPE OF REPORTING PERSON
IN
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*Includes 29,166 shares subject to options that are currently exercisable or
will become exercisable on or before April 9, 1999. Does not include 1,469,326
shares held by the Meade Instruments Corp. Employee Stock Ownership Plan (the
"ESOP"). Mr. Murdock is a member of the ESOP Committee and disclaims beneficial
ownership of any of the shares owned by the ESOP. If the 1,469,326 shares owned
by the ESOP were included, Mr. Murdock would be deemed to beneficially own
2,260,992 shares, or 28.6%. Mr. Murdock is not a participant in the ESOP.
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Page 3 of 5 Pages
ITEM 1.
(A) NAME OF ISSUER:
Meade Instruments Corp.
(B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
6001 Oak Canyon
Irvine, California 92620
ITEM 2.
(A) NAME OF PERSON FILING:
Steven G. Murdock
(B) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
6001 Oak Canyon
Irvine, California 92620
(C) CITIZENSHIP:
U.S.A.
(D) TITLE OF CLASS OF SECURITIES:
Common Stock
(E) CUSIP NUMBER:
583062 10 4
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(B), OR 13D-2(B),
CHECK WHETHER THE PERSON FILING IS A:
N/A
ITEM 4. OWNERSHIP:
(A) Amount Beneficially Owned: 791,666 shares common stock. Includes
29,166 shares subject to options that are currently exercisable or will
become exercisable on or before April 9, 1999. Does not include
1,469,326 shares held by the Meade Instruments Corp. Employee Stock
Ownership Plan (the "ESOP"). Mr. Murdock is a member of the ESOP
Committee and disclaims beneficial ownership of any of the shares owned
by the ESOP. If the 1,469,326 shares owned by the ESOP were included,
Mr. Murdock would be deemed to beneficially own 2,260,992 shares, or
28.6%. Mr. Murdock is not a participant in the ESOP.
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Page 4 of 5 Pages
(B) Percent of Class: 10.0%
(C) Number of Shares as to Which Such Person Has:
(i) Sole power to vote or to direct the vote: 791,666
shares common stock
(ii) Shared power to vote or to direct the vote: N/A
(iii) Sole power to dispose or to direct the disposition
of: 791,666 shares common stock
(iv) Shared power to dispose or to direct the disposition
of: N/A
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
[ ].
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:
N/A
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY:
N/A
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:
N/A
ITEM 9. NOTICE OF DISSOLUTION OF GROUP:
N/A
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 and are not held for the purpose or with the
effect of changing or influencing the control of the issuer of such securities
and were not acquired and are not held in connection with or as a participant in
any transaction having that purpose or effect.
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Page 5 of 5 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 8, 1999
By: /s/ Steven G. Murdock
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Steven G. Murdock
