SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. __)
FAROUDJA, INC.
(Name of issuer)
Common Stock, par value $.001 per share
(Title of class of securities)
311643 10 0
(CUSIP number)
December 31, 1998
(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-(c)
[x] Rule 13d-1(d)
* 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).
CUSIP No. 311643 10 0 13G Page 2 of 5 Pages
1 NAME OF REPORTING PERSON
Images Partners, L.P.
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [X]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF 5 SOLE VOTING POWER 0
SHARES
BENEFICIALLY 6 SHARED VOTING POWER 0
OWNED BY
EACH 7 SOLE DISPOSITIVE POWER 0
REPORTING
PERSON 8 SHARED DISPOSITIVE POWER 0
WITH
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* [ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0%
12 TYPE OF REPORTING PERSON*
PN
* SEE INSTRUCTIONS BEFORE FILLING OUT
Item 1. Name of Issuer
(a) Faroudja, Inc.
Address of Issuer's Principal Executive Offices:
(b) 750 Palomar Avenue
Sunnyvale, CA 94096
Item 2. Name of Person Filing:
(a) Images Partners, L.P.
Address of Principal Business Office or, if none,
Residence:
(b) c/o Spencer Trask Incorporated
535 Madison Avenue
New York, New York 10022
Citizenship
(c) Delaware
Title of Class of Securities
(d) Common Stock, par value $.001 per share
CUSIP Number
(e) 311643 10 0
Item 3. If this statement is filed pursuant to Rule 13d-1(b),
or 13d-2(b), check whether the person filing is a:
Not Applicable.
Item 4. Ownership
As of December 31, 1997, Images Partners, L.P. was the
beneficial owner of 1,035,765 shares of Common Stock,
representing 8.8% of the class. As of such date, Images Partners,
L.P. had the sole power to vote or direct the vote, and to
dispose or to direct the disposition of, 1,035,765 shares of
Common Stock, and did not share the power to vote or to direct
the vote, or to dispose or to direct the disposition of, any
shares of Common Stock.
Page 3 of 5 Pages
On January 21, 1998, Images Partners, L.P. distributed
all shares beneficially owned by it. As of December 31, 1998,
Images Partners, L.P. did not beneficially own any shares of
Common Stock and did not have sole or shared power to vote or to
direct the vote, or to dispose or to direct the disposition of,
any shares of Common Stock.
Item 5. Ownership of Five Percent or Less of a Class
[X]
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 the Group
Not Applicable.
Item 10. Certification
Not Applicable.
Page 4 of 5 Pages
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.
Date: February 16, 1999 Images Partners, L.P.
By: /s/ Kevin B. Kimberlin
Kevin B. Kimberlin
General Partner
