UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ____1_____)*
STRATUS COMPUTER, INC.
(Name of Issuer)
COMMON STOCK, $0.01 PAR VALUE
(Title of Class of Securities)
863155107
(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).
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wertheim Schroder & Co. Incorporated
13-2697272
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
5 SOLE VOTING POWER
NUMBER OF
SHARES None
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING -0-
PERSON
WITH 7 SOLE DISPOSITIVE POWER
None
8 SHARED DISPOSITIVE POWER
-0-
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
-0-
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
-0-
<PAGE>
12 TYPE OF REPORTING PERSON
BD, IA, CO
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wertheim Schroder Investment Services, Inc.
13-2697273
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
5 SOLE VOTING POWER
NUMBER OF
SHARES None
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING -0-
PERSON
WITH 7 SOLE DISPOSITIVE POWER
None
8 SHARED DISPOSITIVE POWER
-0-
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
-0-
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
-0-
12 TYPE OF REPORTING PERSON
IA, CO
Item 1(a) NAME OF ISSUER:
Stratus Computer, Inc.
Item 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
55 Fairbanks Boulevard
Marlborough, Massachusetts 01752
Item 2(a) NAME OF PERSON FILING:
See Item 1 of the cover pages attached hereto
Item 2(b) Address of Principal Business Office, or
IF NONE, RESIDENCE:
787 Seventh Avenue
New York, New York 10019-6016
Item 2(c) CITIZENSHIP:
See Item 4 of the cover pages attached hereto
Item 2(d) TITLE OF CLASS OF SECURITIES:
Common Stock, par value $.01
Item 2(e) CUSIP NUMBER:
863155107
Item 3 Wertheim Schroder & Co. Incorporated is a broker-
dealer registered under Section 15 of the
Securities Exchange Act of 1934 and is an
investment adviser registered under Section 203 of
the Investment Advisers Act of 1940 (the "Act").
Wertheim Schroder Investment Services, Inc. is a
registered investment adviser under the Act and a
subsidiary of Wertheim Schroder & Co. Incorporated.
Item 4 OWNERSHIP:
(a) Amount beneficially owned:
See Item 9 of the cover pages attached hereto
(b) Percent of Class:
See Item 11 of the cover pages attached hereto
(c) See Items 5 through 8 of the cover pages
attached hereto
Item 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
This statement is being filed to report the fact
that as of December 31, 1994, and as of the date
hereof, the reporting persons ceased to be
beneficial owners of more than 5% of the class of
securities.
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 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 a participant in any transaction having such
purposes or effect.
SIGNATURES
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.
February 13, 1995
WERTHEIM SCHRODER & CO. INCORPORATED
By: /s/ Patrick J. Borruso
Patrick J. Borruso
Secretary
WERTHEIM SCHRODER INVESTMENT SERVICES,
INC.
By: /s/ Jerome I. Kransdorf
Jerome I. Kransdorf
Secretary
<PAGE>
Exhibit A
AGREEMENT
The undersigned, Wertheim Schroder & Co. Incorporated and
Wertheim Schroder Investment Services, Inc., agree that the
statement to which this exhibit is appended is filed on behalf
of each of them.
February 13, 1995
WERTHEIM SCHRODER & CO. INCORPORATED
By: /s/ Patrick J. Borruso
Patrick J. Borruso
Secretary
WERTHEIM SCHRODER INVESTMENT SERVICES,
INC.
By: /s/ Jerome I. Kransdorf
Jerome I. Kransdorf
Secretary
