UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
Under the Securities Exchange Act of 1934
INFORMATION TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULES 13d-1(b), (c) AND (d)
AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13-D-2(b)
MicroFrame, Inc.
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, $.001 par value per share
- --------------------------------------------------------------------------------
(Title of Class of Securities)
594915-20-9
--------------------------------------------------
(CUSIP Number)
*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 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).
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
<PAGE>
13G
CUSIP No. 594915-20-9 Page 2 of 5 Pages
----------------------------- ---- ----
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Stephen B. Gray
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 of America
NUMBER OF 5 SOLE VOTING POWER
SHARES
BENEFICIALLY 477,309
OWNED BY
EACH
REPORTING
PERSON
WITH 6 SHARED VOTING POWER
0
7 SOLE DISPOSITIVE POWER
477,309
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
477,309
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.6%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
13G
CUSIP No. 594915-20-9 Page 3 of 5 Pages
----------------------------- ---- ----
Item 1(a) Name of Issuer:
MicroFrame, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
21 Meridian Road
Edison, New Jersey 08820
Item 2(a) Name of Person Filing:
Stephen B. Gray
Item 2(b) Address of Principal Business Office or, if none, Residence:
21 Meridian Road
Edison, New Jersey 08820
Item 2(c) Citizenship:
United States of America
Item 2(d) Title of Class of Securities:
Common Stock, $.001 par value per share
Item 2(e) CUSIP Number:
594915-20-9
Item 3 This statement is not filed pursuant to Rule 13d-1(b) or
13d-2(b)
Item 4(a) Amount Beneficially Owned
As of January 31, 1999:
477,309 shares of Common Stock. Includes 477,309
shares of Common Stock issuable upon exercise of
currently exercisable stock options.
Item 4(b) Percent of Class: 8.6%
<PAGE>
13G
CUSIP No. 594915-20-9 Page 4 of 5 Pages
----------------------------- --- ---
Item 4(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: 477,309
(ii) shared power to vote or to direct the vote: 0
(iii)sole power to dispose or to direct the disposition of:
477,309
(iv) shared power to dispose or to direct the disposition of: 0
Item 5 Ownership of Five Percent or Less of a Class:
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.
<PAGE>
13G
CUSIP No. 594915-20-9 Page 5 of 5 Pages
----------------------------- ---- ----
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 1, 1999
----------------------
(Date)
/s/ Stephen B. Gray
----------------------
(Signature)
Stephen B. Gray
----------------------
(Name)
