Securities and Exchange Commission
Washington, D.C. 20549
Schedule 13G/A
Under the Securities and Exchange Act of 1934
Video Update Inc
(Name of Issue)
Common
(Title of Class of Securities)
92657V104
(Cusip number)
Check the following box if a fee is being
paid with this statement [ ]. (A fee
is not required only if the filing 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).
*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
disclosure 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 ("Act") or otherwise subject to the
liabilities in
that section of the Act
but shall be subject to all other
provisions of the Act (however, see the
Notes).
Cusip Number: 92657V104
13G
1. Investment Advisers, Inc.
2.Check the appropriate box if a member of a
group:(a) [ ](b) [ ]3. SEC Use only4.
Citizenship or place of organization:
Delaware
5. Sole voting power: 1,661,369
6. Shared voting power: 0
7. Sole Dispositive power: 1,661,369
8. Shared dispositive power: 0
9. Aggregate amount beneficially owned
by each reporting person: 1,661,369
10. Percent of class represented by
amount in Row 9: 5.67%
11. Type of Person Reporting*: IA
Item 1. (a) Name of Issuer: Video Update Inc
(b) Address of Issuer's Principal
Executive Offices:
3100 World Trade Center
30 East Seventh Street
St. Paul, MN 55101
Item 2. (a) Investment Advisors, Inc.
(b) 3700 First Bank Place, Box 357,
Minneapolis, MN 55440
(c) Delaware
(d) Title of Class of Securities: Common
(e) Cusip Number: 92657V104
Item 3 (e)Investment Advisor
registered under
Section 203 of the
Investment Advisors Act of 1940.
Item 4. (a) Amount beneficially owned:
1,661,369
(b) Percent of Class: 5.67%
(c) Number of shares as to which such
person has:
(I) Sole power to vote: 1,661,369
(ii) Shared power to vote: 0
(iii) Sole power to dispose or direct
disposition of: 1,661,369
(iv)Shared power to dispose or direct
disposition of: 0
Item 5. 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:
[ ]
Item 6. The shares referred to in this
filing
are held by various
custodian banks for various clients of
Investment Advisors,
Inc. None of the individual clients or
custodian banks holds
more than 5% or more of the shares.
Item 7. Not applicable.
Item 8. Not applicable.
Item 9. Not applicable.
Item 10. Certification
By signing below I certify that, to the best
of my knowledge and belief, the
securities referred to above were acquired
in the ordinary course of business and were
not acquired for the purpose of and do not
have the effect of changing or influencing
the control of the issuer of such
securities and were not acquired in
connection with or as a participant in any
transaction having such purposes or effect.
After reasonable inquiry and to the best of
my knowledge and belief, I certify that the
infraction set forth in this statement is
true, complete and correct.
Date: 12/4/98
/s/ Kelly Thomas Coughlin
Kelly Thomas Coughlin
Vice President
Director of Compliance
