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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
(AMENDMENT NO. 1)
UNDER THE SECURITIES EXCHANGE ACT OF 1934*
QUEST MEDICAL, INC.
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(Name of Issuer)
Common Stock, Par Value $.05 Per Share
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(Title of Class of Securities)
74834610
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(CUSIP Number)
Cypress Asset Management, Inc.
William L. Garwood, Jr.
A. Ronald Lerner
David E. Jorden
Frank P. Lee
Dan R. Japhet, Sr.
2929 Allen Parkway, Suite 2000
Houston, Texas 77019
(713) 512-2100
(713) 654-8960
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
January 16, 1998
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(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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AMENDMENT NO. 1 TO SCHEDULE 13D
Cypress Asset Management, Inc., a Texas corporation and an investment
advisor registered under the Investment Advisers Act of 1940 ("Cypress"),
together with William L. Garwood, Jr., A. Ronald Lerner, David E. Jorden,
Frank P. Lee, and Dan R. Japhet, Sr., each a director and shareholder of
Cypress (collectively, the "Cypress Parties"), hereby amend and supplement
their statement on Schedule 13D as originally filed by the Cypress Parties on
August 21, 1996 (the "Original Statement"), with respect to the Common Stock,
par value $.05 per share (the "Common Stock"), of Quest Medical, Inc., a Texas
corporation (the "Company"). Unless otherwise indicated, each capitalized term
used but not defined herein shall have the meaning assigned to such term in the
Original Statement.
ITEM 4. PURPOSE OF TRANSACTION
Item 4 of the Original Statement is hereby amended and restated in
its entirety as follows:
The persons on whose behalf this statement was originally
filed (the "Reporting Persons") acquired beneficial ownership
of the securities previously reported in this statement in the
ordinary course of business. As of the date hereof, the
Reporting Persons do not hold such securities with the purpose
or effect of changing or influencing the control of the
Company.
The Reporting Persons may sell some or all the securities now
beneficially owned by them from time to time in the ordinary
course of business, or they may decide to buy additional
securities in the ordinary course of business. A statement
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on Schedule 13G will be filed by the Reporting Persons, with
respect to the securities previously reported in this
statement, if such a filing is required because of the
circumstances existing at the end of this calendar year.
No further amendments to this statement will be made.
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.
Date: January 20th, 1998.
CYPRESS ASSET MANAGEMENT, INC.
By: /s/ WILLIAM L. GARWOOD, JR.
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William L. Garwood, Jr.
President
/s/ WILLIAM L. GARWOOD, JR.
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William L. Garwood, Jr.
/s/ A. RONALD LERNER
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A. Ronald Lerner
/s/ DAVID E. JORDEN
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David E. Jorden
/s/ FRANK P. LEE
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Frank P. Lee
/s/ DAN R. JAPHET, SR.
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Dan R. Japhet, Sr.
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