UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
DAEDALUS ENTERPRISES, INC.
(Name of Issuer)
Common Stock, $.01 par value
(Title of Class of Securities)
23371210
(CUSIP Number)
Thomas R. Ory
P.O. Box 1869
300 Parkland Plaza
Ann Arbor, Michigan 48106
(313)769-5649
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
October 13, 1988
(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 [ ].
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).
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SCHEDULE 13D
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Thomas R. Ory
2 Check The Appropriate Box If A Member Of A Group* (a) [ ]
(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 Organization
U.S.A.
7 Sole Voting Power
Number Of 31,665
Shares 8 Shared Voting Power
Beneficially
Owned By 24,565
Each 9 Sole Dispositive Power
Reporting
Person 31,665
With 10 Shared Dispositive Power
24,565
11 Aggregate Amount of Beneficially Owned By Each Reporting Person
56,230
12 Check Box If The Aggregate Amount In Row (11) Excludes [ ]
Certain Shares*
13 Percent Of Class Represented By Amount In Row (11)
10.1%
14 Type Of Reporting Person*
IN
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Item 1. Security and Issuer.
This Statement relates to the common stock, par value $.01 per share
(the "Common Stock"), of Daedalus Enterprises, Inc. (the "Issuer"). The
address of the principal executive office of the Issuer is P.O. Box 1869,
300 Parkland Plaza, Ann Arbor, Michigan 48106.
Item 2. Identity and Background.
This Statement is filed on behalf of Thomas R. Ory, a citizen of the
United States of America. The principal occupation of Mr. Ory is President
and Chief Executive Officer of the Issuer and his business address is the
same as the Issuer's. During the last five years, Mr. Ory has not been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors) or a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and, as a result of such
proceeding, become subject to a judgment, decree or 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.
Item 3. Source and Amount of Funds or Other Consideration.
Mr. Ory acquired his shares of Common Stock for cash from his
personal funds. The stock options he owns were granted by the Issuer in
connection with his employment.
Item 4. Purpose of Transaction.
Mr. Ory acquired the shares of Common Stock he owns for investment
purposes. He may acquire additional shares of Common Stock from time to
time in the open market, in privately negotiated transactions or otherwise
or may dispose of the shares of Common Stock he holds. Mr. Ory is currently
a member of the Issuer's Board of Directors. He has no other present plans
or proposals with respect to the Issuer of the kind set forth under Item 4
of the Schedule 13D Instructions.
Item 5. Interest in Securities of the Issuer.
(a) Mr. Ory beneficially owns 56,230 shares of Common Stock,
constituting approximately 10.1% of the issued and outstanding shares of
Common Stock. The number of shares of Common Stock beneficially owned by
Mr. Ory includes 25,000 shares which he has the right to acquire pursuant to
employee stock options which are exercisable currently or within the next 60
days.
(b) Mr. Ory has sole voting and dispositive power as to 6,665
shares of Common Stock which he owns individually and as to the 25,000
shares which he has the right to acquire pursuant to stock options (when
such options are exercised). Mr. Ory shares voting and dispositive power
with respect to 24,565 shares of Common Stock he owns jointly with his
spouse.
(c) Mr. Ory has had no transactions in the Common Stock during
the past 60 days. His most recent transaction in the Common Stock was his
exercise of an option to purchase 10,000 shares at $2.75 per share on March
4, 1996. An option to purchase 50,000 shares at $5.00 per share expired on
December 31, 1996.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer.
Mr. Ory has two employee stock options to purchase a total of 35,000
shares of Common Stock. One option (granted under the Issuer's Long Term
Incentive Plan) permits him to purchase up to 20,000 shares at $2.25 per
share on or before December 10, 2006. One-half of such option is currently
<PAGE>
exercisable and the remainder becomes exercisable on December 10, 1997. The
other option (granted pursuant to the Issuer's 1983 Incentive Stock Option
Plan) permits Mr. Ory to purchase up to 15,000 shares at $4.00 per share on
or before June 14, 1998. The options are not transferable (except by will
or the laws of descent and distribution) and will terminate at certain times
prior to their expiration in the event of a termination of employment.
Item 7. Material to be Filed as Exhibits.
Exhibit 1 1983 Incentive Stock Option Plan of Daedalus Enterprises,
Inc. (filed as exhibit 10.60 to the Issuer's 1994 Form 10-K
and incorporated herein by reference)
Exhibit 2 Daedalus Enterprises, Inc. Long-Term Incentive Plan (filed
as Exhibit 10.610 to the Issuer's 1994 Form 10-K and
incorporated herein by reference)
SIGNATURE
After reasonable inquiry and to the best of their knowledge and
belief, the undersigned certify that the information set forth in this
statement is true, complete and correct.
Dated: January 27, 1997
/s/Thomas R. Ory
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Thomas R. Ory
