<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
------------------
SCHEDULE 13G
(RULE 13d - 102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b) AND (c) AND AMENDMENTS THERETO FILED
PURSUANT TO 13d-2(b)
(AMENDMENT NO. )(1)
RF Micro Devices, Inc.
- --------------------------------------------------------------------------------
(NAME OF ISSUER)
Common Stock, no par value
- --------------------------------------------------------------------------------
(TITLE OF CLASS OF SECURITIES)
0007499411
- --------------------------------------------------------------------------------
(CUSIP NUMBER)
----------------
(Page 1 of 8 Pages)
- -----------------
1 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 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> 2
- ----------------------- ------------------------------
CUSIP NO. 0007499411 13G PAGE 2 OF 8 PAGES
- ----------------------- ------------------------------
- --------------------------------------------------------------------------------
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Allen Telecom Inc.
38-0290950
- --------------------------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [X]
- --------------------------------------------------------------------------------
3. SEC USE ONLY
- --------------------------------------------------------------------------------
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
- --------------------------------------------------------------------------------
5. SOLE VOTING POWER
NUMBER OF None
SHARES -------------------------------------------------------
BENEFICIALLY
OWNED BY 6. SHARED VOTING POWER
EACH
REPORTING 1,021,224, which includes 66,946 shares that may
PERSON WITH be acquired by the exercise of warrants
-------------------------------------------------------
7. SOLE DISPOSITIVE POWER
None
-------------------------------------------------------
8. SHARED DISPOSITIVE POWER
1,021,224, which includes 66,946 shares that may
be acquired by the exercise of warrants
- --------------------------------------------------------------------------------
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,021,224, which includes 66,946 shares that may be acquired by
the exercise of warrants
- --------------------------------------------------------------------------------
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* [ ]
- --------------------------------------------------------------------------------
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.4%
- --------------------------------------------------------------------------------
12. TYPE OF REPORTING PERSON*
CO
- --------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 3
- ----------------------- ------------------------------
CUSIP NO. 0007499411 13G PAGE 3 OF 8 PAGES
- ----------------------- ------------------------------
- --------------------------------------------------------------------------------
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Robert G. Paul
- --------------------------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [X]
- --------------------------------------------------------------------------------
3. SEC USE ONLY
- --------------------------------------------------------------------------------
4. CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
- --------------------------------------------------------------------------------
5. SOLE VOTING POWER
NUMBER OF 25,338
SHARES -------------------------------------------------------
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY
EACH 1,021,224, which includes 1,021,224 shares (66,946
REPORTING of which may be acquired by the exercise of
PERSON WITH warrants) for which the Reporting Person may be
deemed to share voting power solely by reason of
his positions with the other Reporting Person
described herein, but for which the Reporting
Person disclaims beneficial ownership
-------------------------------------------------------
7. SOLE DISPOSITIVE POWER
25,338
-------------------------------------------------------
8. SHARED DISPOSITIVE POWER
1,021,224, which includes 1,021,224 shares (66,946
of which may be acquired by the exercise of
warrants) for which the Reporting Person may be
deemed to share dispositive power solely by reason
of his positions with the other Reporting Person
described herein, but for which the Reporting
Person disclaims beneficial ownership
- --------------------------------------------------------------------------------
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,046,562, which includes 1,021,224 shares (66,946 of which may
be acquired by the exercise of warrants) for which the Reporting
Person may be deemed to beneficially own solely by reason of his
positions with the other Reporting Person described herein, but
for which the Reporting Person disclaims beneficial ownership
- --------------------------------------------------------------------------------
<PAGE> 4
- ----------------------- ------------------------------
CUSIP NO. 0007499411 13G PAGE 4 OF 8 PAGES
- ----------------------- ------------------------------
- --------------------------------------------------------------------------------
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* [X]
- --------------------------------------------------------------------------------
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.6%, which includes 6.4% for which the Reporting Person may be
deemed to beneficially own solely by reason of his positions with
the other Reporting Person described herein, but for which the
Reporting Person disclaims beneficial ownership
- --------------------------------------------------------------------------------
12. TYPE OF REPORTING PERSON*
IN
- --------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 5
- ----------------------- ------------------------------
CUSIP NO. 0007499411 13G PAGE 5 OF 8 PAGES
- ----------------------- ------------------------------
ITEM 1(a). NAME OF ISSUER:
RF Micro Devices, Inc.
ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
7625 Thorndike Road, Greensboro, North Carolina 27409
ITEM 2(a). NAME OF PERSON FILING:
This statement is being filed by (1) Allen Telecom Inc., a
Delaware corporation, and (2) Robert G. Paul, a natural person
and President, Chief Executive Officer and a Director of Allen
Telecom Inc.
ITEM 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
For each of Allen Telecom Inc. and Robert G. Paul:
25101 Chagrin Boulevard, Suite 350
Beachwood, Ohio 44122
ITEM 2(c). CITIZENSHIP:
Allen Telecom Inc. is a Delaware corporation and Robert G.
Paul is a citizen of the United States
ITEM 2(d). TITLE OF CLASS OF SECURITIES:
Common Stock, no par value
ITEM 2(e). CUSIP NUMBER:
0007499411
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b), OR
13d-2(b), CHECK WHETHER THE PERSON FILING IS A:
(a) [ ] Broker or dealer registered under Section 15 of the Act,
(b) [ ] Bank as defined in Section 3(a)(6) of the Act,
(c) [ ] Insurance Company as defined in Section 3(a)(19) of the Act,
(d) [ ] Investment Company registered under Section 8 of the Investment
Company Act,
<PAGE> 6
- ----------------------- ------------------------------
CUSIP NO. 0007499411 13G PAGE 6 OF 8 PAGES
- ----------------------- ------------------------------
(e) [ ] Investment Advisor registered under Section 203 of the Investment
Advisors Act of 1940,
(f) [ ] Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee Retirement Income Security Act of 1974
or Endowment Fund; see 13d-1(b)(1)(ii)(F),
(g) [ ] Parent Holding Company, in accordance with Rule 13d-1(b)(ii)(G);
see Item 7,
(h) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(H).
Not Applicable.
ITEM 4. OWNERSHIP.(1)
If the percent of the class owned, as of December 31 of the year covered by
the statement, or as of the last day of any month described in Rule 13d-1(b)(2),
if applicable, exceeds five percent, provide the following information as of
that date and identify those shares which there is a right to acquire.
(a) Amount beneficially owned:
See responses to Item 9 on each of the cover pages to this statement on
Schedule 13G.
(b) Percent of class:
See responses to Item 11 on each of the cover pages to this statement
on Schedule 13G.
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote:
See responses to Item 5 on each of the cover pages to this
statement on Schedule 13G.
(ii) Shared power to vote or to direct the vote:
See responses to Item 6 on each of the cover pages to this
statement on Schedule 13G.
- -----------------------
1 Each Reporting Person disclaims beneficial ownership of any securities
not held directly by such person. The filing of this Schedule 13G shall
not be construed as an admission that a Reporting Person is, for the
purposes of Section 13 of the Securities Exchange Act of 1934, as
amended, a member of a "group" with the other Reporting Person. In
addition, the filing of this Schedule 13G shall not be construed as an
admission that a Reporting Person is the beneficial owner of any
securities not held directly by such person for any purpose.
<PAGE> 7
- ----------------------- ------------------------------
CUSIP NO. 0007499411 13G PAGE 7 OF 8 PAGES
- ----------------------- ------------------------------
(iii) Sole power to dispose or to direct the disposition of:
See responses to Item 7 on each of the cover pages to this
statement on Schedule 13G.
(iv) Shared power to dispose or to direct the disposition of:
See responses to Item 8 on each of the cover pages to this
statement on Schedule 13G.
Instruction. For computations regarding securities which represent a
right to acquire an underlying security, see Rule 13d-3(d)(1).
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following [____].
Not Applicable.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
Allen Telecom Inc. has the right to receive dividends from, and the
proceeds from the sale of, the 1,021,224 shares held directly by Allen
Telecom Inc., which shares Robert G. Paul may be deemed to beneficially
own. Mr. Paul disclaims beneficial ownership of the shares owned by
Allen Telecom Inc. (see Item 4 above).
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
Not Applicable.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not Applicable.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not Applicable.
ITEM 10. CERTIFICATION
Not Applicable.
<PAGE> 8
- ----------------------- ------------------------------
CUSIP NO. 0007499411 13G PAGE 8 OF 8 PAGES
- ----------------------- ------------------------------
SIGNATURES
After reasonable inquiry and to the best of our knowledge and belief,
we certify that the information set forth in this statement is true, complete
and correct.
January 27, 1998
ALLEN TELECOM INC.
By:/s/ McDARA P. FOLAN, III
---------------------------------
McDara P. Folan, III
Vice President
/s/ ROBERT G. PAUL
---------------------------------
Robert G. Paul, Individually
