OMB APPROVAL
UNITED STATES OMB Number: 3235-0145
SECURITIES AND EXCHANGE COMMISSION Expires: October 31, 1997
Washington, D.C. 20549 Estimated average burden
hours per response....14.90
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
ASTROCOM CORPORATION
(Name of Issuer)
Common Stock
(Title of Class of Securities)
046390-10-0
(CUSIP Number)
Bradley A. Erickson, 730 East Lake Street, Wayzata, MN 55391 612-473-8367
--------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
December 31, 1996
-------------------------------------------------------
(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 ( ).
Check the following box if a fee is being paid with the statement (X). (A
fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent
of the class of securities described in Item 1; and (2) has filed no
amendment subsequent thereto reporting beneficial ownership of five percent
or less of such class.) (See Rule 13d-7).
Note: Six copies of this statement, including all exhibits, should be
filed with the Commission. See Rule 13d-1(a) 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>
Page 1 of 13 pages
SCHEDULE 13D
CUSIP No. 046390-10-0
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Perkins Capital Management, Inc.
41-1501962
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ( )
(b) ( )
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) ( )
6 CITIZENSHIP OR PLACE OF ORGANIZATION
730 East Lake Street, Wayzata, MN 55391-1769
7 SOLE VOTING POWER
355,000
8 SHARED VOTING POWER
NUMBER OF
SHARES 0
BENEFICIALLY
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON 1,550,500
WITH
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,550,500
<PAGE>
Page 2 of 13 pages
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* ( )
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
16.2%
14 TYPE OF REPORTING PERSON*
IA
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION
<PAGE>
Page 3 of 13 pages
SCHEDULE 13D
CUSIP No. 046390-10-0
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Richard W. Perkins
###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ( )
(b) ( )
3 SEC USE ONLY
4 SOURCE OF FUNDS*
AF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ( ) ITEMS 2(d) or 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
730 East Lake Street, Wayzata, MN 55391-1769
7 SOLE VOTING POWER
544,400
8 SHARED VOTING POWER
NUMBER OF
SHARES 0
BENEFICIALLY
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON 544,400
WITH
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
544,400
<PAGE>
Page 4 of 13 pages
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* ( )
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.7%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION
<PAGE>
Page 5 of 13 pages
SCHEDULE 13D
CUSIP No. 046390-10-0
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Richard C. Perkins
###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ( )
(b) ( )
3 SEC USE ONLY
4 SOURCE OF FUNDS*
AF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) ( )
6 CITIZENSHIP OR PLACE OF ORGANIZATION
730 East Lake Street, Wayzata, MN 55391-1769
7 SOLE VOTING POWER
180,000
NUMBER OF 8 SHARED VOTING POWER
SHARES
BENEFICIALLY 0
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON 180,000
WITH
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
180,000
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* ( )
<PAGE>
Page 6 of 13 pages
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.9%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION
<PAGE>
Page 7 of 13 pages
SCHEDULE 13D
CUSIP No. 046390-10-0
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Richard W. Perkins
###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ( )
(b) ( )
3 SEC USE ONLY
4 SOURCE OF FUNDS*
AF and OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) ( )
6 CITIZENSHIP OR PLACE OF ORGANIZATION
730 East Lake Street, Wayzata, MN 55391-1769
7 SOLE VOTING POWER
899,400
8 SHARED VOTING POWER
NUMBER OF
SHARES 0
BENEFICIALLY
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON 2,094,400
WITH
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,094,400
<PAGE>
Page 8 of 13 pages
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* ( )
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
21.9%
14 TYPE OF REPORTING PERSON*
IA
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION
<PAGE>
Page 9 of 13 pages
SCHEDULE 13D
CUSIP No. 046390-10-0
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Richard C. Perkins
###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ( )
(b) ( )
3 SEC USE ONLY
4 SOURCE OF FUNDS*
OO and AF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) ( )
6 CITIZENSHIP OR PLACE OF ORGANIZATION
730 East Lake Street, Wayzata, MN 55391-1769
7 SOLE VOTING POWER
210,000
NUMBER OF 8 SHARED VOTING POWER
SHARES
BENEFICIALLY 0
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON 900,000
WITH
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
900,000
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* ( )
<PAGE>
Page 10 of 13 pages
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.4%
14 TYPE OF REPORTING PERSON*
IA
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION
<PAGE>
Page 11 of 13 pages
Item 1. Security and Issuer
-------------------
(a) Common Stock, $.10 par value
(b) Astrocom Corporation
2700 Summer Street N.E.
Minneapolis, MN 55413
Item 2. Identity and Background
-----------------------
(a) The names of the persons filing are:
Perkins Capital Management, Inc.
Richard W. Perkins
Richard C. Perkins
(b) The filing persons' business address is 730 East Lake
Street, Wayzata, MN 55391
(c) Perkins Capital Management, Inc. is an investment
advisor.
Richard W. Perkins is President of Perkins Capital
Management, Inc., an investment advisor.
Richard C. Perkins is a Vice President and Portfolio
Manager of Perkins Capital Management, Inc., an
investment advisor.
(d) The named persons have never been convicted in a criminal
proceeding.
(e) No named person has been a party to any civil proceeding
as a result of which he was or is subject to a judgment,
decree of final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with
respect to such laws.
(f) The named persons are citizens of the United States.
Item 3. Source and Amount of Funds or Other Consideration
-------------------------------------------------
The event requiring the filing of this statement is the
acquisition of securities of the issuer with personal funds or
investment funds. See item 4, pages 1, 3, 5, 9 of 13, Schedule
13D.
<PAGE>
Page 12 of 13 pages
Item 4. Purpose of the Transaction
--------------------------
Investment in securities of the issuer.
Item 5. Interest in Securities of the Issuer
------------------------------------
Perkins Capital Management, Inc. ("PCM") (page 1 of 5, Schedule
13D), an investment advisor, has sole dispositive power over
1,550,500 shares of the common stock of the issuer and sole
voting power over 355,000 of such shares.
Richard W. Perkins, (page 2 of 5, Schedule 13D), as trustee for
various trusts of which Mr. Richard W. Perkins is the sole
trustee, owns, has sole dispositive power, and has sole voting
power over 544,400 shares of common stock of the issuer. As
President of PCM, Portfolio Manager, and controlling shareholder
of PCM, Richard W. Perkins (page 4 of 5, Schedule 13D) has sole
dispositive power over 1,554,400 common stock equivalents of the
issuer (1,054,400 shares of common stock and 500,000 warrants
exercisable within 60 days) and has sole voting power over
354,400 common stock equivalents (154,400 shares of common stock
and 250,000 warrants exercisable within 60 days).
Richard C. Perkins (page 3 of 5, Schedule 13D) individually owns,
has sole dispositive power, and has sole voting power over 90,000
shares of common stock of the issuer and 90,000 warrants of the
common stock of the issuer which are exercisable within 60 days.
As a Vice President and Portfolio Manager of PCM, Richard C.
Perkins (page 5 of 5, Schedule 13D) has sole dispositive power
over 720,000 common stock equivalents of the issuer (360,000
common stock and 360,000 warrants exercisable within 60 days) and
sole voting power over 30,000 common stock equivalents (15,000
common stock and 15,000 warrants exercisable within 60 days).
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer
-------------------------------------------------------------
None
Item 7. Material to be Filed as Exhibits
--------------------------------
None
<PAGE>
Page 13 of 13 pages
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 12, 1997
By: /s/ Bradley A. Erickson
-----------------------
Bradley A. Erickson
This statement is being filed on behalf of each of the undersigned.
/s/ Richard W. Perkins /s/ Bradley A. Erickson
--------------------------- ------------------------------
Richard W. Perkins Perkins Capital Management, Inc.
By Bradley A. Erickson, Vice President
/s/ Richard C. Perkins
---------------------------
Richard C. Perkins
