SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.8)*
MAUI LAND & PINEAPPLE COMPANY, INC.
(Name of Issuer)
COMMON
(Title of Class of Securities)
577345-10-1
(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).
(continued on following pages)
CUSIP No. 577345-10-1
13G
1. Name of Reporting Person: RICHARD HARTLEY CAMERON
Social Security Number: ###-##-####
2. Check appropriate box if a member of a group* (a) [X]
THE J. WALTER CAMERON FAMILY GROUP (b) [ ]
3. SEC Use Only
4. Citizenship: UNITED STATES OF AMERICA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH:
5. Sole voting power: 64,239
6. Shared voting power: 228,039
7. Sole dispositive power: 64,239
8. Shared dispositive power: 226,675
9. Aggregate amount beneficially owned by each reporting
person: 292,278
(The J. Walter Cameron Family Group beneficially owns in the
aggregate 633,066 shares)
10. Check box if aggregate amount in 9. above excludes certain
shares*: [ ]
11. Percent of class represented by amount in 9. above: 16.3%
(The J. Walter Cameron Family Group beneficially owns in the
aggregate 35.2% of the class)
12. Type of reporting person*: IN
Item 1(a) Name of Issuer: MAUI LAND & PINEAPPLE COMPANY, INC.
Item 1(b) Address of Issuer's Principal Executive Offices:
120 KANE STREET, KAHULUI, MAUI, HAWAII
Item 2(a) Name of Person Filing: RICHARD HARTLEY CAMERON
Item 2(b) Address of Principal Business Office or Residence:
P. O. BOX 190, PUKALANI, HI 96788
Item 2(c) Citizenship: USA
Item 2(d) Title of Class of Securities: COMMON
Item 2(e) CUSIP Number: 577345-10-1
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 this Act;
(d) [ ] Investment company registered under
Section 3 of the Investment Company Act;
(e) [ ] Investment adviser registered under
Section 203 of the Investment Advisers 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 13d-1(b)(ii)(G); (note: see item 7)
(h) [ ] Group, in accordance with Rule 13d-
1(b)(1)(ii)(H);
Inapplicable.
Item 4 Ownership:
(a) Amount beneficially owned: 292,278
(b) Percent of class: 16.3%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote:
64,239
(ii) Shared power to vote or to direct the
vote: 228,039
(iii) Sole power to dispose or to direct
the disposition of: 64,239
(iv) Shared power to dispose or to direct the
disposition of: 226,675
The foregoing beneficial ownership figures concerning shared
dispositive and voting power, and aggregate beneficial ownership,
include the full number of shares held by each entity listed in
Part B of Exhibit A as to which the undersigned serves as one of
multiple trustees, general partners, or directors. Inclusion of
such shares in response to Item 4 does not constitute an
admission that the undersigned is a beneficial owner of shares
held by such entities.
Item 5 Ownership of five percent or less of a class:
Inapplicable.
Item 6. Ownership of more than five percent on behalf of
another person:
Inapplicable.
Item 7. Identification and classification of the subsidiary
which acquired the security being reported on by the
parent holding company:
Inapplicable.
Item 8. Identification and classification of members of the
group:
See Exhibit A.
Item 9. Notice of dissolution of group: Inapplicable.
Item 10 Certification:
Inapplicable.
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.
Signature: /S/ RICHARD HARTLEY CAMERON
Date: DECEMBER 19, 1997
Name/Title: RICHARD HARTLEY CAMERON
EXHIBIT A
THE J. WALTER CAMERON FAMILY GROUP
PREAMBLE
The J. Walter Cameron Family Group (the "Group") consists of
Mary C. Sanford, Claire C. Sanford, Jared B. H. Sanford, Richard
H. Cameron and Douglas B. Cameron. Part A of this exhibit
identifies shares of Maui Land & Pineapple Company, Inc. ("ML&P")
owned individually by each member of the Group. Part B
identifies ML&P shares owned by entities for which members of the
Group serve as trustees, general partners or directors. Such
entities are listed because group members holding such positions
and/or the Group may, due to such positions, be deemed under
Section 13 to share beneficial ownership of shares held by such
entities. Inclusion in this exhibit of such entities does not
mean or imply that such entities themselves constitute Group
members.
The total number of ML&P shares beneficially owned by members of
the Group, including shares held by the entities listed in Part
B, is 633,066 shares, or 35.2% of ML&P's outstanding stock.
A. GROUP MEMBERS (Note A) Shares Held
The following individuals hold sole voting and dispositive power
with respect to shares listed below, except as indicated in Notes
A and B.
(1) Mary C. Sanford (including shares 149,820
held as Trustee of the
Mary C. Sanford Trust)
(2) Claire C. Sanford 42,811
(daughter of Mary C. Sanford)
(3) Jared B. H. Sanford 43,310
(son of Mary C. Sanford)
(4) Richard H. Cameron 64,403
(Note A)
(a) Jyl D. S. Cameron 500
(wife; not a group member) (Note B)
(b) Jyl D. S. Cameron as Custodian 100
for Summer Cameron (daughter) (Note B)
(c) Richard H. Cameron as Custodian 400
for Summer Cameron (daughter)
(d) Richard H. Cameron as Custodian 400
for Julia Cameron (daughter)
(e) Richard H. Cameron as Custodian 400
for Mara Cameron (daughter)
(5) Douglas B. Cameron 65,818
B. RELATED ENTITIES Shares Held
The following entities are record holders of the shares listed
below.
(6) J. Walter Cameron Trust 20,360
Mary C. Sanford(1), Claire C. Sanford(2), Richard
H. Cameron(4) and Pacific Century Trust are 4 of 5
trustees.
Mary C. Sanford (1), Richard H. Cameron
(4) and Douglas B. Cameron (5) are 3 of 5
beneficiaries.
(7) Cameron Family Partnership 99,776
A limited partnership of which Mary C.
Sanford (1), Claire C. Sanford (2) and
Richard H. Cameron (4) are 3 of 4 general
partners.
(8) Alan G. Sanford Trust 39,029
Trustee is Mary C. Sanford (1).
Trust beneficiaries are Claire C. Sanford
(2), and Jared B. H. Sanford (3).
(9) Maui Publishing Company, Ltd. 105,939
Mary C. Sanford (1), Claire C. Sanford (2), Jared B.
Sanford (3), Richard H. Cameron (4) and Douglas B.
Cameron (5) serve on the 10-member board of directors of
Maui Publishing Company, Ltd.
Mary C. Sanford is the chairman and president, and
Richard H. Cameron is the publisher and vice president,
of that company. Members of The Cameron Family Group
are controlling shareholders of Maui Publishing Company,
Ltd.
NOTES:
A. The amount listed for Richard H. Cameron includes 1,364
shares allocated to his account in the Maui Land & Pineapple
Company, Inc. Employee Stock Ownership Plan (the "ESOP"),
which holds 138,707 shares of ML&P's common stock. Mr.
Cameron holds shared voting power with respect to shares
allocated to his ESOP account. The ESOP administrative
committee holds dispositive power with respect to shares held
by the ESOP.
B. Richard H. Cameron may be deemed to share voting and
dispositive power with respect to the shares held by Jyl D.
S. Cameron.
