UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 5 )*
Stanford Telecommunications, Inc.
(Name of Issuer)
Common Stock, $0.01 par value
(Title of Class of Securities)
854402 10 4
(CUSIP Number)
December 31, 1998
(Dave of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
[ ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[X] Rule 13d-1(d)
* 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 on 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 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 1 of 5 Pages
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SCHEDULE 13G
CUSIP No. 854402 10 4 Page 2 of 5 Pages
1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only)
James J. Spilker, Jr.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5 SOLE VOTING POWER
NUMBER OF 1,165,198
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 96,316
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON WITH 1,165,198
8 SHARED DISPOSITIVE POWER
96,316
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,281,514
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * / /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.7
12 TYPE OF REPORTING PERSON *
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
ITEM 1(A). NAME OF ISSUER
Stanford Telecommunications, Inc., a Delaware corporation
ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
1221 Crossman Avenue
Sunnyvale, CA 94089-1117
ITEM 2(A). NAME OF PERSON FILING
James J. Spilker, Jr.
ITEM 2(B). ADDRESS OF PRINCIPAL BUSINESS OFFICES OR, IF NONE, RESIDENCE
1221 Crossman Avenue
Sunnyvale, CA 94089-1117
ITEM 2(C). CITIZENSHIP
United States
ITEM 2(D). TITLE OF CLASS OF SECURITIES
Common Stock, $0.01 par value per share
ITEM 2(E). CUSIP NUMBER
854402 10 4
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B),
OR 13D-2(B) OR (C), CHECK WHETHER THE PERSON FILING IS A:
(a) [] Broker or dealer registered under Section 15 of the
Exchange Act;
(b) [] Bank as defined in Section 3(a)(6) of the Exchange Act;
(c) [] Insurance company defined in Section 3(a)(19) of the
Exchange Act;
(d) [] Investment company registered under Section 8 of the
Investment Company Act;
(e) [] An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E);
(f) [] An employee benefit plan or endowment fund in accordance with
Rule 13d-1(b)(1)(ii)(F);
(g) [] A parent holding company or control person in accordance with
Rule 13d-1(b)(1)(ii)(G);
(h) [] A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act;
(i) [] A church plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the Investment
Company Act;
(j) [] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c),
check this box. [ ]
Page 3 of 5 Pages
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ITEM 4. OWNERSHIP
(a) Amount Beneficially Owned
As of June 21, 1999, Dr. Spilker beneficially owns
an aggregate of 1,281,514 shares. Dr. Spilker actually
owns 1,261,514 of such shares and has the right to
acquire an additional 20,000 shares within 60 days of
June 21, 1999.
(b) Percent of Class
9.7
(c) Number of shares as to which such person has:
(i) SOLE POWER TO VOTE OR TO DIRECT THE VOTE
Dr. Spilker has the sole power to vote or to
direct the vote with respect to 1,165,198 shares;
20,000 of which shares are shares which Dr. Spilker has
the right to acquire within 60 days of June 21, 1999.
(ii) SHARED POWER TO VOTE OR TO DIRECT THE VOTE
Dr. Spilker shares with his spouse the power to
vote or direct the vote with respect to 96,316 shares.
(iii) SOLE POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF
Dr. Spilker has the sole power to dispose or to
direct the disposition of 1,165,198 shares; 20,000 of
which shares are shares which Dr. Spilker has the right
to acquire within 60 days of June 21, 1999.
(iv) SHARED POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF
Dr. Spilker shares with his spouse the power to
dispose or direct the disposition of 96,316 shares.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
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. 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.
Page 4 of 5 Pages
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ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
Not applicable.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
Not applicable.
ITEM 10. CERTIFICATIONS
Not applicable.
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.
Date: June 21, 1999
/s/ James J. Spilker, Jr.
James J. Spilker, Jr.
Page 5 of 5 Pages
