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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20559
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SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO 13d-2(b)
(Amendment No. 13)1
INVACARE CORPORATION
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(Name of Issuer)
COMMON SHARES
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(Title of Class of Securities)
461203 10 1
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(CUSIP Number)
December 31, 1998
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(Date 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)
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1 The remainder of this cover page shall be filled out for a reporting
person's initial filing on thie form with respect to the subject class of
securities, and for any subsequent amendment containing information
which would alter the disclosures proveded 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 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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CUSIP No. 461203 10 1 13G Page 2 of 6 Pages
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1. NAMES OF REPORTING PERSOND
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
A. Malachi Mixon III
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) _________
(b) _________
Not Applicable
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF 5. SOLE VOTING POWER 1,612,355
SHARES ----------------------------------------------
BENEFICIALLY 6. SHARED VOTING POWER 120,477
OWNED BY ----------------------------------------------
EACH 7. SOLE DISPOSITIVE POWER 1,612,355
REPORTING ----------------------------------------------
PERSON WITH 8. SHARED DISPOSITIVE POWER 518,876
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
2,131,231
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10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
Not Applicable
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11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.2%
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12. TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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Item 1(a). Name of Issuer:
Invacare Corporation
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Item 1(b). Address of Issuer's Principal Executive Offices:
One Invacare Way, Elyria, Ohio 44035
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Item 2(a). Name of Person Filing:
A. Malachi Mixon III
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Item 2(b). Address of Principal Business Office or, if None, Residence:
One Invacare Way, Elyria, Ohio 44035
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Item 2(c). Citizenship:
United States
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Item 2(d). Title of Class of Securities:
Common Shares
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Item 2(e) CUSIP Number:
461203 10 1
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Item 3: If this statement is filed pursuant to Rules 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 Act,
(b) ____ Bank as defined in Section 3(a)(6) of the Act,
(c) ____ Insurance Company as defined in Section 3(a)(19) of the Act,
(d) ____ Investment Company registered under Section 8 of the Investmen
Company Act,
(e) ____ An investment adviser in accordance with Rule
13-d-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)(ii)(G),
(h) ____ A savings association as defined in Section 3(b) of the Federal
Deposit Insurance Act,
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(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. _____
Item 4. Ownership.
Provide the following information regarding the aggregate number and percentage
of the class of securities of the issuer identified in Item 1.
(a) Amount beneficially owned:
2,131,231 (1) (2) (3) (4)
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(b) Percent of class:
7.2%
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(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote 1,612,355 (1)
(ii) Shared power to vote or to direct the vote 120,477 (2)
(iii) Sole power to dispose or to direct the disposition
of 1,612,355 (1)
(iv) Shared power to dispose or to direct the disposition
of 518,876 (2) (3)
Instruction. For computations regarding securities which represent a right
to acquire an underlying security, see Rule 13d-3(d)(1).
(1) Includes (a) 703,912 Class B Common Shares and (b) 478,370 Common Shares
issuable upon exercise of options. Each Class B Common Share is convertible
at any time into one Common Share.
(2) Includes (a) 7,210 Common Shares and 11,552 Class B Common Shares owned by
Trustee for Stock Bonus Plan, (b) 31,715 Common Shares owned of record by
the reporting person's spouse and (c) 70,000 Common Shares owned by
Roundwood Capital, L.P., a limited partnership of which the General Partner
is Roundcap LLC, a limited liability company. The reporting person is one
of three Managers and Members of Roundcap LLC and, as such, shares
investment and voting power with the other two Managers and Members and
participates equally with them in a 15% carried interest in all profits of
the partnership. The reporting person is also the owner of a 6.38% limited
partnership interest in Roundwood Capital, L.P. The reporting person
disclaims beneficial ownership of the shares owned of record by the
reporting person's spouse and the shares owned by the limited partnership
other than the percentage of such shares that corresponds to his
partnership percentage.
(3) Includes 199,200 Common Shares owned by the trustee for a grantor retained
annuity trust created by the reporting person and 199,199 Common Shares
owned by the trustee for a grantor retained annuity trust created by the
reporting person's spouse. The reporting person disclaims beneficial
ownership of the shares held by the grantor retained annuity trust created
by the reporting person's spouse.
(4) Assumes conversion of all Class B Common Shares held by reporting person
into Common Shares.
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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
Not Applicable
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.
Not Applicable
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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.
February 12, 1999
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(Date)
/s/ A. Malachi Mixon III
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(Signature)
A. Malachi Mixon III, Chairman and CEO
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(Name/Title)
