UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ___)*
OEA, INC.
(Name of Issuer)
Common Stock ($0.10 Par Value)
(Title of Class of Securities)
670826106
(CUSIP Number)
Francis P. King
1660 Lincoln Street, Suite 2900
Denver, Colorado 80264
(303) 861-4154
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
January 17, 1998
(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 that is the subject of this Schedule 13D, and is filing this
schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box: [ ].
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Section 240.13d-7 for other
parties to whom copies are to be sent.
* 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
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 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).
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(1) NAMES OF REPORTING PERSONS
James D. Kafadar
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
###-##-####
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(2) CHECK APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
(a) [ ]
(b) [ x ]
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(3) SEC USE ONLY
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(4) SOURCE OF FUNDS (SEE INSTRUCTIONS):
00
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(5) CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
[ ]
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(6) CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
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(7) SOLE VOTING POWER
448,018
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NUMBER OF SHARES BENEFICIALLY (8) SHARED VOTING POWER
OWNED BY EACH REPORTING PERSON
1,167,597
-----------------------------------------
(9) SOLE DISPOSITIVE POWER
448,018
-----------------------------------------
(10) SHARED DISPOSITIVE POWER
1,167,597
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(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,615,615
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(12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
(SEE INSTRUCTIONS)
[ ]
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(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.9%
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(14) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
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Item 1. Security and Issuer.
Common stock $0.10 par value;
OEA, INC.
34501 East Quincy Avenue
P.O. Box 100488
Denver, CO 80250
Item 2. Identity and Background.
(a) James D. Kafadar;
(b) 350 Bleecker St., #6E
New York, NY 10014;
(c) Self-employed at above address;
(d) In the last five years, the Reporting Person has not
been convicted in any criminal proceeding (excluding
traffic violations or similar misdemeanors);
(e) During the last five years, the Reporting Person was
not party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a
result of such proceeding was not or is not subject to
a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating
activities subject to, federal or state securities
laws or finding any violation with respect to such
laws;
(f) U.S.A.
Item 3. Source and Amount of Funds or Other Consideration.
The transaction which made the Reporting Person subject to reporting
was appointment upon the death of Ahmed D. Kafadar as co-trustee
with four other persons of Ahmed D. Kafadar Trust, which holds
1,167,597 shares of OEA, Inc. No funds were involved.
The Reporting Person disclaims beneficial ownership of the shares
held by the trust pursuant to Rule 13d-4, except that the Reporting
Person is also a beneficiary of approximately 20 to 25% of the Ahmed
D. Kafadar Trust's assets and approximately 25% of the Maryanna B.
Kafadar Family Trust's assets.
The securities owned beneficially for which the Reporting Person has
sole voting and dispositive power were received as a result of the
reporting person's father's death on January 17, 1998. The
securities owned beneficially, as to which the Reporting Person has
shared voting and dispositive power, are presently held in trust, of
which the Reporting Person is one of five trustees. Unanimous
agreement is required of all five co-trustees to vote or dispose of
the securities, unless he trustees agree otherwise.
Item 4. Purpose of Transaction.
(a) The securities as to which the Reporting Person has sole
voting and dispositive power are held for investment. No plan
known to the Reporting Person exists relating to the
securities held in trusts of which the Reporting Person is one
of five co-trustees, although it is possible an undetermined
amount of such securities may be sold to pay the estate tax
obligations of his father's estate by the trust or distributed
to the beneficiaries and then sold by the beneficiaries who
receive such securities.
(b) None;
(c) None;
(d) None;
(e) None;
(f) None;
(g) None;
(h) None;
(i) None;
(j) None.
Item 5. Interest in Securities of the Issuer.
(a) The Reporting Person named in Item 2 beneficially owns
1,615,615 shares, representing 7.9% of the common stock $0.10
par value. The Reporting Person is not a member of a group.
The right to receive 334,058 shares occurred January 17, 1998,
but were actually issued February 9, 1998.
(b) See Cover Page, nos. 7, 8, 9 and 10;
(c) None;
(d) The other co-trustees of the trust referred to in Item 3 are:
Charles Kafadar, Shirene Kafadar, Karen Kafadar and Claudia
Kafadar;
(e) None.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer.
None.
Item 7. Material to be Filed as Exhibits.
None.
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.
August 28, 1998
Date
/s/
JAMES D. KAFADAR
