SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A2
Under the Securities Exchange Act of 1934
(Amendment No. 2)
ACR Group, Inc.
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(Name of Issuer)
Common Stock, $.01
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(Title of Class of Securities)
00087B101
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(CUSIP Number)
Robert T. Arnold
Meridian Fund, Ltd.
601 Jefferson, Suite 4000
Houston, Texas 77002
(713) 651-2310
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
March 24, 1997
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(Date of Event which Requires
Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is filing
this Schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].
SCHEDULE 13D/A2 (Amendment No. 2)
CUSIP No. 00087B101
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Meridian Fund, Ltd.
76-0434398
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ X ]
3 SEC USE ONLY
4 SOURCE OF FUNDS
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e)
[ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Texas
7 SOLE VOTING POWER
COMMON STOCK 849,560
NUMBER OF
SHARES 8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY COMMON STOCK 0
EACH
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH COMMON STOCK 849,560
10 SHARED DISPOSITIVE POWER
COMMON STOCK 0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
COMMON STOCK 849,560
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
[ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
COMMON STOCK 8.2%
14 TYPE OF REPORTING PERSON
PN
<PAGE>
Item 3. Source and Amount of Funds or Other Consideration.
ADD THE FOLLOWING:
On March 24, 1997 Meridian used an additional aggregate amount of $550,000
to purchase additional Common Stock of the Company. All funds used to purchase
such securities were obtained from the working capital of Meridian and no part
of the purchase price for the securities consisted of borrowed funds.
Item 4. Purpose of Transaction.
ADD THE FOLLOWING:
Meridian purchased an additional 200,000 shares of Common Stock through a
private transaction on March 24, 1997.
Item 5. Interest in Securities of the Issuer.
ITEM 5 (a) - (b) IS AMENDED IN ITS ENTIRETY TO READ:
(a) - (b) At the date hereof, Meridian has the sole power to vote and
dispose of 849,560 shares of the Common Stock. The Common Stock held by
Meridian represents approximately 8.2% of the 10,371,555 shares of outstanding
Common Stock, based on information provided in the Company's Form 10-Q for the
quarter ended November 30, 1996.
Except as described herein, Meridian does not have the sole or shared
voting power to vote or the sole or shared power to dispose of any shares of
Common Stock.
To the knowledge of the Meridian, none of the individuals named in Item 2
has the sole or shared power to vote or the sole or shared power to dispose of
any shares of Common Stock.
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
accurate.
Dated: March 31, 1997
Meridian Fund, Ltd.
By Meridian Advisors, Ltd., its General Partner
By Meridian Group, Inc., its General Partner
By: /ROBERT T. ARNOLD/
Name: Robert T. Arnold
Title: President and Chief Executive Officer
