UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)
Watkins-Johnson Company
(Name of Issuer)
Common Stock, $1.00 per value per share
(Title of Class of Securities)
942486 10 1
(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).
<PAGE>
1) Names of Reporting Persons
S.S. or I.R.S. Identification Nos. Of Above
Persons:
Central Securities Corporation
2) Check the appropriate Box if a Member of a Group
(a) Not Applicable (b) Not Applicable
3) SEC Use Only
4) Citizenship or Place of Organization:
Delaware
Numbers of 5) Sole Voting Power
Shares 465,000
Beneficially
Owned by 6) Shared Voting Power
Each -0-
Reporting
Person 7) Sole Dispositive Power
With 465,000
8) Shared Dispositive Power
-0-
9) Aggregate Amount Beneficially Owned by Each Reporting Person:
465,000
10) Check if the Aggregate Amount in Row 9 Excludes Certain Shares*
Not Applicable
11) Percent of Class Represented by Amount in Row 9
7.1%
12) Type of Reporting Person*
IV
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
Item 1 (a) Name of Issuer:
Watkins-Johnson Company
Item 1 (b) Address of Issuer's Principal Executive Offices:
Stanford Research Park
3333 Hillview Avenue
Palo Alto, California 94304-1223
Item 2 (a) Name of Person Filing:
Central Securities Corporation
Item 2 (b) Address of Principal Business Office:
375 Park Avenue
New York, New York 10152
Item 2 (c) Citizenship:
Delaware
Item 2 (d) Title of Class of Securities:
Common Stock
Item 2 (e) CUSIP Number:
942486 10 1
Item 3 If this statement is filed pursuant to Rules 13d-1(b),
or 13d-2(b), check whether the person filing is a:
(d) Investment company registered under Section 8 of the
Investment Company Act
Item 4 (a) Amount beneficially Owned:
465,000
Item 4 (b) Percent of Class:
7.1%
Item 4 (c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
465,000
(ii) shared power to vote or to direct the vote
-0-
(iii) sole power to dispose or to direct the
disposition of
465,000
(iv) shared power to dispose or to direct the
disposition of
-0-
Item 5 Ownership of Five Percent or less of a Class.
Not applicable.
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.
<PAGE>
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.
February 4, 1999
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Date
/S/ W. H. Kidd
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Signature
W. H. Kidd, President
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Name/Title
