UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
ACME ELECTRIC CORPORATION
_________________________________________________________________
(Name of Issuer)
Shares of Common Stock - $1.00 Par Value
_________________________________________________________________
(Title of Class of Securities
004644-10-0
____________________________
(CUSIP Number)
Brent D. Baird
1350 One M&T Plaza
Buffalo, New York 14203 (Phone: (716) 849-1484)
_________________________________________________________________
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
SEPTEMBER 23, 1998
_______________________
(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 that is the subject of this
Schedule 13D, and is filing this schedule because of Rule 13d-
1(e), 13d-1(f) or 13d-1(g), check the following box __.
Note: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits.
See Rule 13d-7(b) for other parties to whom copies are to be
sent.
*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 disclosures provided in
a prior cover page.
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 ("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>
SCHEDULE 13D
CUSIP NO. 004644-10-0
1. Name of Reporting Person
SS or IRS Identification No. of above person (optional)
First Carolina Investors, Inc.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)___
(b)_X_
3. SEC USE ONLY
4. SOURCE OF FUNDS*
WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) ____
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES 7. SOLE VOTING POWER
BENEFICIALLY OWNED 339,300
BY EACH REPORTING
PERSON WITH 8. SHARED VOTING POWER
-0-
9. SOLE DISPOSITIVE POWER
339,300
10. SHARED DISPOSITIVE POWER
-0-
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
339,300
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* ____
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.710%
14. TYPE OF REPORTING PERSON*
CO, IV
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
ITEM 1. SECURITY AND ISSUER.
(a) Title and Class of Security:
Acme Electric Corporation (the "Issuer")
Shares of Common Stock, $1.00 Par Value per
share("the Shares")
(b) Name of Issuer and Address of Issuer's Principal
Executive Offices:
Acme Electric Corporation
400 Quaker Road
East Aurora, New York 14052
ITEM 2. IDENTITY AND BACKGROUND.
FIRST CAROLINA INVESTORS, INC.
State of organization: Delaware
Principal Business: Closed-end non-diversified
management investment company
Address: 1130 East 3rd St., Suite 410, Charlotte,
North Carolina 28204
Directors: H. Thomas Webb, III
Brent D. Baird
Bruce C. Baird
Patrick W.E. Hodgson
Theodore E. Dann, Jr.
Officers: H. Thomas Webb, III - President
Brent D. Baird - Chairman of the Board
Bruce C. Baird - Vice President
Secretary
Treasurer
Cynthia Raby - Assistant Secretary
Shareholders: Approximately 57% of the outstanding shares of
First Carolina Investors, Inc. are owned by
members of the Baird family or entities controlled
by members of the Baird family.
(d) No
(e) No
Information on Individual Directors and Officers pursuant to
Instruction C:
(a) H. Thomas Webb, III
(b) 1130 East 3rd St., Suite 410,
Charlotte, NC 28204
(c) President of First Carolina Investors, Inc.
(d) No
(e) No
(f) U.S.A.
(a) Brent D. Baird
(b) 17 Tudor Place, Buffalo, New York 14222
(c) Private Investor,
1350 One M&T Plaza, Buffalo, New York 14203
(d) No
(e) No
(f) U.S.A.
(a) Bruce C. Baird
(b) 331 Lincoln Parkway, Buffalo, New York 14216
(c) President, Belmont Management Co., Inc.
215 Broadway, Buffalo, New York 14204
(d) No
(e) No
(f) U.S.A.
(a) Patrick W.E. Hodgson
(b) 60 Bedford Road, Toronto,
Ontario M5R 2K2
(c) Chairman, T-W Truck Equippers, Inc.
2025 Walden Avenue, Buffalo, New York 14225
(d) No
(e) No
(f) Canada
(a) Theodore E. Dann, Jr.
(b) 540 Mill Road, East Aurora, New York 14052
(c) Vice President, Director and Corporate
Attorney, Ferro Alloy Services, Inc.,
Suite 463, Carborundum Center, Niagara
Falls, New York 14303
(d) No
(e) No
(f) U.S.A.
(a) Cynthia Raby
(b) 1130 East 3rd St., Suite 410,
Charlotte, North Carolina 28204
(c) Assistant Secretary of
First Carolina Investors, Inc.
(d) No
(e) No
(f) U.S.A.
ITEM 3. SOURCE AND AMOUNT OF FUNDS.
The source of funds used for purchases by First Carolina
Investors, Inc. (the "Reporting Person") was its working capital.
The Reporting Person did not borrow any funds to acquire its
Shares. The amount of funds paid for the Shares by First
Carolina Investors, Inc. was $1,626,463, which does not include
brokerage commissions.
ITEM 4. PURPOSE OF TRANSACTION.
The Shares have been acquired by the Reporting Person for
investment purposes. The Reporting Person intends to continue to
evaluate its respective investments in the Shares. The Reporting
Person may make additional purchases or may sell the Shares in
open market or in private negotiated transactions. Any such
purchase or sale will depend upon its evaluation of its
investment, upon the amounts and prices of available Shares, and
upon other relevant circumstances.
The Reporting Person does not have any present plans or proposals
which relate to or would result in:
(a) An extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Issuer or any of its
subsidiaries;
(b) A sale or transfer of a material amount of assets of the
Issuer or any of its subsidiaries;
(c) Any change in the present board of directors or management of
the Issuer, including any plans or proposals to change the number
or term of directors or to fill any existing vacancies on the
board;
(d) Any material change in the present capitalization or
dividend policy of the Issuer;
(e) Any other material change in the Issuer's business or
corporate structure;
(f) Changes in the Issuer's charter, bylaws or instruments
corresponding thereto or other actions which may impede the
acquisition of control of the Issuer by any person;
(g) Causing a class of securities of the Issuer to be delisted
from a national securities exchange or to cease to be authorized
to be quoted in an inter-dealer quotation system of a registered
national securities association;
(h) A class of equity securities of the Issuer becoming eligible
for termination of registration pursuant to Section 12(g)(4) of
the Act; or
(i) Any action similar to any of those enumerated
above.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) The Reporting Person hereby reports beneficial
ownership, in the manner hereinafter described, of
339,300 shares of the Issuer:
<TABLE>
<CAPTION>
Percentage of
Number Of Outstanding
Shares Held in the Name of Shares Security (1)
<S> <C> <C>
First Carolina Investors, 339,300 6.710%
Inc.
</TABLE>
(1) The foregoing percentage assumes that the number of
Shares of the Issuer outstanding is 5,056,541 Shares (as
reported in the Issuer's Proxy Statement as of September
11, 1998).
(b) The Reporting Person has sole voting and sole dispositive
power over the Shares enumerated in paragraph (a).
(c) The following purchases of the Shares were effected during
the past sixty days:
<TABLE>
<CAPTION>
Price/Share
(in Dollars
Commissions
Purchase In The Number of not Transaction
Name Of Date Shares included) Made Through
<S> <C> <C> <C> <C>
First Carolina 9/7/98 2,000 4 5/16 Fahnestock & Co
Investors, Inc. 9/23/98 5,000 4 5/8 Fahnestock & Co
9/24/98 10,000 4 3/4 Fahnestock & Co
9/24/98 6,000 4 13/16 Fahnestock & Co
9/24/98 5,000 4 7/8 Fahnestock & Co
9/25/98 3,000 4 15/16 Fahnestock & Co
9/29/98 2,500 5 1/16 Fahnestock & Co
9/30/98 1,800 5 1/8 Fahnestock & Co
10/1/98 3,000 5 Fahnestock & Co
10/1/98 6,300 5 1/16 Fahnestock & Co
10/1/98 13,400 5 1/8 Fahnestock & Co
10/2/98 2,500 5 1/8 Fahnestock & Co
10/2/98 2,500 5 1/8 Fahnestock & Co
10/2/98 2,500 5 1/8 Fahnestock & Co
10/2/98 5,000 5 1/8 Fahnestock & Co
10/2/98 10,000 5 1/8 Fahnestock & Co
10/2/98 8,800 5 1/8 Fahnestock & Co
</TABLE>
(d) Not applicable
(e) Not applicable
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR
RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER.
not applicable
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
not applicable
<PAGE>
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.
DATED this 5th day of October, 1998.
First Carolina Investors, Inc.
By: s/Brent D. Baird
Brent D. Baird, Chairman
