SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 9
TO
SCHEDULE 13D
Under the Securities Exchange Act of 1934*
TEMTEX INDUSTRIES, INC.
=====================================================================
(Name of Issuer)
Common Stock, par value $.20 per share
=====================================================================
(Title of Class of Securities)
88 0236203
=====================================================================
(CUSIP Number)
James E. Upfield
5400 LBJ Freeway
Suite 1375
Dallas, Texas 75240
484-1845
=====================================================================
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
October 30, 1997
=====================================================================
(Date of Event Which Requires Filing
of this Statement)
If the filing person has previously filed a statement on
Schedule 13G to report the acquisition which is the subject of this
Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3)
or (4), check the following box. [ ]
*The remainder of this cover page should 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 disclosures provided in a
prior cover page.
Note: Six copies of this statement, including exhibits, should
be filed with the Commission. See Rule 13d-1(a) for other parties to
whom copies are to be sent.
The information required on 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, as amended (the "Exchange Act")
or otherwise subject to the liabilities of that section of the
Exchange Act but shall be subject to all other provisions of the
Exchange Act (however, see the Notes).
<PAGE>
CUSIP No. 88 0236203 Amendment No. 9 to 13D
(1) Name of Reporting Person James E. Upfield
S.S. No. of Above Person ###-##-####
(2) Check the Appropriate Box if a (a) [ ]
Member of a Group* (b) [ ]
(3) SEC Use Only
(4) Source of Funds* PF
(5) Check Box if Disclosure of Legal [ ]
Proceedings is Required Pursuant
to Items 2(d) or 2(e)
(6) Citizenship or Place of OrganizationUnited States of America
Number of Shares (7) Sole Voting 1,061,140
Power
Beneficially
(8) Shared Voting 24,750
Owned by Each Power
Reporting Person (9) Sole Dispositive 1,061,140
Power
with:
(10) Shared Dispositive 24,750
Power
(11) Aggregate Amount Beneficially Owned 1,085,890
by Each Reporting Person
(12) Check Box if the Aggregate Amount in [ ]
Row (11) Excludes Certain Shares*
(13) Percent of Class Represented by 31.2%
Amount in Row (11)
(14) Type of Reporting Person* IN
SEE INSTRUCTIONS
<PAGE>
CUSIP No. 88 0236203 Amendment No. 9 to 13D
AMENDMENT NO. 9
TO
SCHEDULE 13D
------------
Filed Pursuant to Rule 13d-2
INTRODUCTORY STATEMENT
The Statement on Schedule 13D relating to the common stock,
$.20 par value (the "Shares"), of TEMTEX INDUSTRIES, INC., a
Delaware Corporation (the "Issuer") filed by James E. Upfield
(the "Reporting Person"), as amended prior to the date hereof, is
hereby amended and supplemented as follows pursuant to this
Amendment No. 9:
1. Security and Issuer.
-------------------
NOT AMENDED.
2. Identity and Background.
-----------------------
The response to Item 2 is hereby amended and restated, in
its entirety, to read as follows:
(a) This Amendment No. 9 is being filed by James E.
Upfield. The information set forth in paragraphs (b) through (f)
below is also being furnished with respect to Betty R. Howard who
has shared voting and shared investment power over certain of the
Shares of which Mr. Upfield has indirect beneficial ownership as
indicated in Item 5 below.
(b) Mr. Upfield's business address is 5400 LBJ Freeway,
Suite 1375, Dallas, Texas, 75240-2602; and Mrs. Howard's business
address is 1819 W. Olive Avenue, Burbank, California, 91506.
(c) The Reporting Person is Chairman of the Board of the
Issuer, whose address is set forth in Item 1 above.
(d) Neither the Reporting Person nor Mrs. Howard has,
during the last five years, been convicted in a criminal
proceeding, excluding traffic violations and similar
misdemeanors.
(e) Neither the Reporting Person nor Mrs. Howard has,
during the last five years, been a party to a civil proceeding of
a judicial or administrative body of competent jurisdiction as a
result of which he or she was or is subject to a judgment, decree
or final order enjoining future violations of, or probationary or
mandatory activity subject to, federal or state securities laws
or fining any violation with respect to such laws.
<PAGE>
CUSIP No. 88 0236203 Amendment No. 9 to 13D
(f) Both the Reporting Person and Mrs. Howard are citizens
of the United States of America.
3. Source and Amount of Funds or Other Consideration.
--------------------------------------------------
The response to Item 3 is hereby supplemented by adding the
following additional paragraph:
The aggregate purchase price of the 68,040 Shares identified
in Item 5 of this Amendment No. 9 which were purchased since the
date of Amendment No. 8 to the Schedule 13D was $226,840.00. The
source of funds used to acquire such Shares was Mr. Upfield's
personal funds.
4. Purpose of Transaction.
----------------------
The response to Item 4 is hereby supplemented by adding the
following additional paragraph:
The Reporting Person acquired and disposed of the Shares in
the transactions described in Item 5 of this Amendment No. 9 in
order to (i) increase his personal investment in the Issuer and
(ii) make certain gifts. The Reporting Person does not presently
have any plans or proposals that relate to or would result in any
of the actions specified in clauses (a) - (j) of Item 4 of
Schedule 13D; however, the Reporting Person may from time to time
acquire beneficial ownership of additional Shares or dispose of
Shares which he beneficially owns through privately negotiated
transactions, in the open market, disposition by gift or
otherwise.
5. Interest in Securities of the Issuer.
------------------------------------
As of the date of this Amendment No. 9, the Reporting Person
beneficially owned an aggregate of 1,085,890 Shares, representing
approximately 31.2% of the 3,477,141 Shares outstanding, as
reported in the Issuer's Quarterly Report on Form 10Q for the
quarter ended May 31, 1997. Of such Shares, the Reporting Person
had direct beneficial ownership with sole voting and sole
investment power of 1,061,140 Shares, and indirect beneficial
ownership with shared voting and shares investment power of
24,750 Shares which are owned of record by HUTCO, a partnership
comprised of the Reporting Person and Betty R. Howard.
The following schedule sets forth certain information with
respect to each transaction in the Shares effected by the
Reporting Person not previously reported in the Statement. Mr.
Upfield purchased an aggregate of 68,040 Shares and disposed on
an aggregate of 2,500 by gift since Amendment No. 8 to this
Statement dated December 29, 1993. Specifically, the Reporting
Person effected the following transactions in the Shares on the
dates indicated below:
<PAGE>
CUSIP No. 88 0236203 Amendment No. 9 to 13D
<TABLE>
<CAPTION>
No. Shares
-----------------------------
Price Per
Transaction Date Transaction Share Acquisition Disposition
- ------------------ --------------------- -------------- -------------- -------------
<S> <C> <C> <C> <C>
12/ /94 Gift N/A 2,500
12/04/96 Open-market purchase $3.625 10,000
2/22/96 Open-market purchase 3.625 5,000
2/28/96 Open-market purchase 3.625 5,000
7/15/96 Open-market purchase 3.625 5,000
7/16/96 Open-market purchase 3.50 1,500
7/17/96 Open-market purchase 3.50 2,000
7/19/96 Open-market purchase 3.50 16,500
12/26/96 Open-market purchase 2.75 5,000
12/26/96 Open-market purchase 2.75 500
12/30/96 Open-market purchase 2.75 4,500
6/04/97 Open-market purchase 2.44 1,000
6/11/97 Open-market purchase 2.44 1,440
6/17/97 Open-market purchase 2.56 4,100
10/23/97 Open-market purchase 3.3438 4,000
10/30/97 Open-market purchase 3.45 2,500
-------------- -------------
Total: 68,040 2,500
============== =============
</TABLE>
6. Contracts, Arrangements, or Understandings with Respect to
----------------------------------------------------------
Securities of the Issuer.
------------------------
NOT AMENDED.
7. Material to be Filed as Exhibits.
--------------------------------
NOT AMENDED.
<PAGE>
CUSIP No. 88 0236203 Amendment No. 9 to 13D
SIGNATURE
After reasonable inquiry and to the best of my
knowledge and belief, I certify that the information set forth in
this Amendment No. 9 to Schedule 13D is true, complete and correct.
Date: November 10, 1997
/s/ JAMES E. UPFIELD
------------------------------
James E. Upfield
Attention: Intentional misstatements or
omissions of fact constitute federal
criminal violations (see 18 U.S. C. 1001).
