FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section
17(a) of the Public Utility Holding Company Act of 1935 or Section 30(f) of the
Investment Company Act of 1940
1. Name and Address of Reporting Person
General Electric Company
3135 Easton Turnpike
Fairfield, CT 06431-0001
2. Date of Event Requiring Statement (Month/Day/Year)
9/20/98
3 IRS or Social Security Number of Reporting Person (Voluntary)
4. Issuer Name and Ticker or Trading Symbol
Marquette Medical Systems, Inc. (MARQ)
5. Relationship of Reporting Person to Issuer
(Check all applicable)
( ) Director (X ) 10% Owner
( ) Officer (give title below) ( ) Other (specify below)
6. If Amendment, Date of Original (Month/Day/Year)
7. Individual or Joint/Group Filing (Check Applicable Line)
(X ) Form filed by One Reporting Person
( ) Form filed by More than one Reporting Person
<PAGE>
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security 2. Amount of 3. Ownership 4. Nature of
(Instr. 4) Securities Form: Indirect
Beneficially Direct (D) Beneficial
Owned or Ownership
(Instr. 4) Indirect (Instr. 5)
(I)
(Instr. 5)
Reminder: Report on a separate line for each class of securities beneficially
owned directly or indirectly.
<PAGE>
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls,
warrants, options, convertible securities)
<TABLE>
<CAPTION>
1. Title of 2. Date Exer- 3. Title and Amount 4. Conversion 5. Ownership 6. Nature of
Derivative cisable and of Securities or Form of Indirect
Security Expiration Underlying Exercise Derivative Beneficial
(Instr. 4) Date Derivative Price of Security: Ownership
(Month/Day/ Security Derivative Direct (D) (Instr. 5)
Year) Secrity or
Indirect (I)
(Instr. 5)
- ------------- ------------------ --------------------- ------------- --------------
Date Expira- Title Amount
Exer- tion or
cisable Date Number
of
Shares
------- ------- --------- ------
<S> <C> <C> <C> <C> <C> <C>
Stock Option Note 1 Note 1 Common 3,643,066 $45.00 D
(right to buy) Stock,
$.10 par
value
</TABLE>
Explanation of Responses:
Note 1: On September 20, 1998, Marquette Medical Systems, Inc. ("Marquette")
granted General Electric Company ("GE") an option to purchase up to 3,643,066
shares, or approximately 19.9% of outstanding Marquette common stock. Pursuant
to the Stock Option Agreement dated September 20, 1998, as more fully described
in the Schedule 13D filed by GE, the option becomes immediately exercisable if,
in general, any person other than GE proposes a business combination with
Marquette, or Marquette takes certain other actions which could facilitate a
business combination with any person other than GE. The option expires upon the
earlier of the closing of the transactions contemplated by the Merger Agreement,
as described in GE's Schedule 13D, or the termination of the Merger Agreement in
accordance with its terms, except that the option will not expire until 180 days
after the termination of the Merger Agreement under certain circumstances,
described in the Stock Option Agreement.
** Intentional misstatements or omissions of facts constitute Federal Criminal
Violations.
See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
/s/ Robert E. Healing September 30, 1998
- --------------------------------- ------------------
Signature of Reporting Person Date
Robert E. Healing
Corporate Counsel
