K1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3 )*
Millipore Corporation.
(Name of Issuer)
Common Stock, Par Value $1.00 per share
(Title of Class of Securities)
601073109
(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 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 ("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).
<PAGE>
CUSIP NO. 601073109 13G PAGE 2 OF 4 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON.
Manning & Napier Advisors, Inc.
IRS # 16-0995736
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
New York
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
5 SOLE VOTING POWER
5,275,575
6 SHARED VOTING POWER
- 0 -
7 SOLE DISPOSITIVE POWER
5,733,700
8 SHARED DISPOSITIVE POWER
-0-
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,733,700
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES *
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
13.07
12 TYPE OF REPORTING PERSON *
Investment Advisor
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
PAGE 3 OF 4
Item 1(a): Name of Issuer:
Millipore Corporation
Item 1(b): Address of Issuer's Principal Executive Office:
80 Ashby Road
Medford, Massachusetts 01730
Item 2(a): Name of Person Filing:
Manning & Napier Advisors, Inc.
Item 2(b): Address of Principal Business Office, or, if none, Residence:
1100 Chase Square
Rochester, New York 14604
Item 2(c): Citizenship:
New York
Item 2(d): Title of Class of Securities:
Common Stock, Par Value $1.00
Item 2(e): CUSIP Number:
601073109
Item 3: If this statement is filed pursuant to rule 13d-1(b) of 13d-2(b),
check whether the person filing is a :
(e) [X] Advisor is an Investment Adviser registered under Section 203 of the
Investment Advisers Act of 1940.
Item 4: Ownership:
(a) Amount Beneficially Owned: 5,733,700
(b) Percent of Class: Based on the most recent prices provided by Bloomberg,
L.P., 499 Park Avenue, New York, New York 10022, listing the outstanding
shares of common stock on August 28, 1998, as 43,852,000 it is believed
person filing has beneficial ownership of 13.07%.
(c) Number of shares as to which such person has:
(i) sole voting power: 5,275,575
(ii) shared voting power: -0-
(iii) sole dispositive power: 5,733,700
(iv) shared dispositive power: -0-
PAGE 4 OF 4
Item 5: Ownership of Five Percent or Less of a Class:
Not applicable
Item 6: Ownership of More than Five Percent on Behalf of Another Person:
Not applicable
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 a Group:
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 participant in any transaction having
such purposes of effect.
Signature:
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and
correct.
/s/ Fonda L. Herrick Date: September 4, 1998
Fonda L. Herrick, Corporate Secretary
