UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ___)*
Go-Video, Inc.
(Name of Issuer)
Common Stock, $0.001 Par Value
(Title of Class of Securities)
380198-10-1
(CUSIP Number)
April 28, 1998
(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)
[x] Rule 13d-1(c)
[ ] 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 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).
<PAGE> 2
SCHEDULE 13G
CUSIP No. 380198-10-1
1 Names of Reporting Persons or
S.S. or I.R.S. Identification Nos. of Above Person
Kirr, Marbach & Company, LLC
2 Check the Appropriate Box (a) [x]
if a Member of a Group (b) [ ]
3 SEC Use Only
4 Citizenship or Place of Organization
Indiana
NUMBER OF 5 Sole Voting Power
SHARES
BENEFICIALLY 0
OWNED BY
EACH 6 Shared Voting Power
REPORTING
PERSON WITH 668,400
7 Sole Dispositive Power
0
8 Shared Dispositive Power
668,400
9 Aggregate Amount Beneficially Owned by Each Reporting Person
668,400
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable
11 Percent of Class Represented by Amount in Row (9)
5.3%
12 Type of Reporting Person
IA
<PAGE> 3
SCHEDULE 13G
CUSIP No. 380198-10-1
1 Names of Reporting Persons or
S.S. or I.R.S. Identification Nos. of Above Person
621 Partners, L.P.
2 Check the Appropriate Box (a) [x]
if a Member of a Group (b) [ ]
3 SEC Use Only
4 Citizenship or Place of Organization
Indiana
NUMBER OF 5 Sole Voting Power
SHARES
BENEFICIALLY 0
OWNED BY
EACH 6 Shared Voting Power
REPORTING
PERSON WITH 135,800
7 Sole Dispositive Power
0
8 Shared Dispositive Power
135,800
9 Aggregate Amount Beneficially Owned by Each Reporting Person
135,800
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable
11 Percent of Class Represented by Amount in Row (9)
1.1%
12 Type of Reporting Person
IA
<PAGE> 4
SCHEDULE 13G
CUSIP No. 380198-10-1
1 Names of Reporting Persons or
S.S. or I.R.S. Identification Nos. of Above Person
R. Weil & Associates
2 Check the Appropriate Box (a) [x]
if a Member of a Group (b) [ ]
3 SEC Use Only
4 Citizenship or Place of Organization
New York
NUMBER OF 5 Sole Voting Power
SHARES
BENEFICIALLY 0
OWNED BY
EACH 6 Shared Voting Power
REPORTING
PERSON WITH 369,000
7 Sole Dispositive Power
0
8 Shared Dispositive Power
369,000
9 Aggregate Amount Beneficially Owned by Each Reporting Person
369,000
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable
11 Percent of Class Represented by Amount in Row (9)
2.9%
12 Type of Reporting Person
IA
<PAGE> 5
SCHEDULE 13G
CUSIP No. 380198-10-1
1 Names of Reporting Persons or
S.S. or I.R.S. Identification Nos. of Above Person
Appleton Associates
2 Check the Appropriate Box (a) [x]
if a Member of a Group (b) [ ]
3 SEC Use Only
4 Citizenship or Place of Organization
New York
NUMBER OF 5 Sole Voting Power
SHARES
BENEFICIALLY 0
OWNED BY
EACH 6 Shared Voting Power
REPORTING
PERSON WITH 163,600
7 Sole Dispositive Power
0
8 Shared Dispositive Power
163,600
9 Aggregate Amount Beneficially Owned by Each Reporting Person
163,600
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable
11 Percent of Class Represented by Amount in Row (9)
1.3%
12 Type of Reporting Person
IA
<PAGE> 6
SCHEDULE 13G
CUSIP No. 380198-10-1
1 Names of Reporting Persons or
S.S. or I.R.S. Identification Nos. of Above Person
David M. Kirr
2 Check the Appropriate Box (a) [x]
if a Member of a Group (b) [ ]
3 SEC Use Only
4 Citizenship or Place of Organization
USA
NUMBER OF 5 Sole Voting Power
SHARES
BENEFICIALLY 98,100
OWNED BY
EACH 6 Shared Voting Power
REPORTING
PERSON WITH 0
7 Sole Dispositive Power
98,100
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
98,100
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable
11 Percent of Class Represented by Amount in Row (9)
0.8%
12 Type of Reporting Person
IN
<PAGE> 7
SCHEDULE 13G
CUSIP No. 380198-10-1
1 Names of Reporting Persons or
S.S. or I.R.S. Identification Nos. of Above Person
Gregg T. Summerville
2 Check the Appropriate Box (a) [x]
if a Member of a Group (b) [ ]
3 SEC Use Only
4 Citizenship or Place of Organization
USA
NUMBER OF 5 Sole Voting Power
SHARES
BENEFICIALLY 44,000
OWNED BY
EACH 6 Shared Voting Power
REPORTING
PERSON WITH 0
7 Sole Dispositive Power
44,000
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
44,000
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable
11 Percent of Class Represented by Amount in Row (9)
0.4%
12 Type of Reporting Person
IN
<PAGE> 8
SCHEDULE 13G
CUSIP No. 380198-10-1
1 Names of Reporting Persons or
S.S. or I.R.S. Identification Nos. of Above Person
Mickey Kim
2 Check the Appropriate Box (a) [x]
if a Member of a Group (b) [ ]
3 SEC Use Only
4 Citizenship or Place of Organization
USA
NUMBER OF 5 Sole Voting Power
SHARES
BENEFICIALLY 13,900
OWNED BY
EACH 6 Shared Voting Power
REPORTING
PERSON WITH 0
7 Sole Dispositive Power
13,900
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
13,900
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable
11 Percent of Class Represented by Amount in Row (9)
0.1%
12 Type of Reporting Person
IN
<PAGE> 9
SCHEDULE 13G
CUSIP No. 380198-10-1
1 Names of Reporting Persons or
S.S. or I.R.S. Identification Nos. of Above Person
Cassandra A. Banister
2 Check the Appropriate Box (a) [x]
if a Member of a Group (b) [ ]
3 SEC Use Only
4 Citizenship or Place of Organization
USA
NUMBER OF 5 Sole Voting Power
SHARES
BENEFICIALLY 4,300
OWNED BY
EACH 6 Shared Voting Power
REPORTING
PERSON WITH 0
7 Sole Dispositive Power
4,300
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
4,300
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable
11 Percent of Class Represented by Amount in Row (9)
0.0%
12 Type of Reporting Person
IN
<PAGE> 10
SCHEDULE 13G
CUSIP No. 380198-10-1
1 Names of Reporting Persons or
S.S. or I.R.S. Identification Nos. of Above Person
Donita C. Compton
2 Check the Appropriate Box (a) [x]
if a Member of a Group (b) [ ]
3 SEC Use Only
4 Citizenship or Place of Organization
USA
NUMBER OF 5 Sole Voting Power
SHARES
BENEFICIALLY 2,700
OWNED BY
EACH 6 Shared Voting Power
REPORTING
PERSON WITH 0
7 Sole Dispositive Power
2,700
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
2,700
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable
11 Percent of Class Represented by Amount in Row (9)
0.0%
12 Type of Reporting Person
IN
<PAGE> 11
SCHEDULE 13G
CUSIP No. 380198-10-1
1 Names of Reporting Persons or
S.S. or I.R.S. Identification Nos. of Above Person
Debbie N. Malone
2 Check the Appropriate Box (a) [x]
if a Member of a Group (b) [ ]
3 SEC Use Only
4 Citizenship or Place of Organization
USA
NUMBER OF 5 Sole Voting Power
SHARES
BENEFICIALLY 3,600
OWNED BY
EACH 6 Shared Voting Power
REPORTING
PERSON WITH 0
7 Sole Dispositive Power
3,600
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
3,600
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable
11 Percent of Class Represented by Amount in Row (9)
0.0%
12 Type of Reporting Person
IN
<PAGE> 12
SCHEDULE 13G
CUSIP No. 380198-10-1
1 Names of Reporting Persons or
S.S. or I.R.S. Identification Nos. of Above Person
Lois A. McGathey
2 Check the Appropriate Box (a) [x]
if a Member of a Group (b) [ ]
3 SEC Use Only
4 Citizenship or Place of Organization
USA
NUMBER OF 5 Sole Voting Power
SHARES
BENEFICIALLY 9,100
OWNED BY
EACH 6 Shared Voting Power
REPORTING
PERSON WITH 0
7 Sole Dispositive Power
9,100
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
9,100
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable
11 Percent of Class Represented by Amount in Row (9)
0.1%
12 Type of Reporting Person
IN
<PAGE> 13
SCHEDULE 13G
CUSIP No. 380198-10-1
1 Names of Reporting Persons or
S.S. or I.R.S. Identification Nos. of Above Person
Karen S. Sluder
2 Check the Appropriate Box (a) [x]
if a Member of a Group (b) [ ]
3 SEC Use Only
4 Citizenship or Place of Organization
USA
NUMBER OF 5 Sole Voting Power
SHARES
BENEFICIALLY 250
OWNED BY
EACH 6 Shared Voting Power
REPORTING
PERSON WITH 0
7 Sole Dispositive Power
250
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
250
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable
11 Percent of Class Represented by Amount in Row (9)
0.0%
12 Type of Reporting Person
IN
<PAGE> 14
SCHEDULE 13G
CUSIP No. 380198-10-1
1 Names of Reporting Persons or
S.S. or I.R.S. Identification Nos. of Above Person
Mary A. Schoettelkotte
2 Check the Appropriate Box (a) [x]
if a Member of a Group (b) [ ]
3 SEC Use Only
4 Citizenship or Place of Organization
USA
NUMBER OF 5 Sole Voting Power
SHARES
BENEFICIALLY 1,150
OWNED BY
EACH 6 Shared Voting Power
REPORTING
PERSON WITH 0
7 Sole Dispositive Power
1,150
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
1,150
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable
11 Percent of Class Represented by Amount in Row (9)
0.0%
12 Type of Reporting Person
IN
<PAGE> 15
SCHEDULE 13G
CUSIP No. 380198-10-1
1 Names of Reporting Persons or
S.S. or I.R.S. Identification Nos. of Above Person
Patsy A. Kaisher
2 Check the Appropriate Box (a) [x]
if a Member of a Group (b) [ ]
3 SEC Use Only
4 Citizenship or Place of Organization
USA
NUMBER OF 5 Sole Voting Power
SHARES
BENEFICIALLY 1,900
OWNED BY
EACH 6 Shared Voting Power
REPORTING
PERSON WITH 0
7 Sole Dispositive Power
1,900
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
1,900
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable
11 Percent of Class Represented by Amount in Row (9)
0.0%
12 Type of Reporting Person
IN
<PAGE> 16
This Schedule 13G is being filed to accomplish the conversion by the
Reporting Persons from reporting on Schedule 13D to reporting on Schedule 13G as
permitted for Passive Investors pursuant to the rules adopted in Exchange Act
Release 39538 issued January 12, 1998.
Item 1 (a) Name of Issuer:
Go-Video, Inc.
Item 1 (b) Address of Issuer's Principal Executive Offices:
7835 East McClain Drive
Scottsdale, Arizona 85260-1732
Item 2 (a) Name of Person Filing:
This Statement is being filed on behalf of a group
(the "Group") consisting of Kirr, Marbach & Company,
LLC ("Kirr Marbach"), a registered investment
adviser, which is the managing general partner of
three investment limited partnerships that hold
securities of the Issuer: 621 Partners, L.P., an
Indiana limited partnership ("621 Partners"), R. Weil
& Associates, a New York limited partnership ("R.
Weil")and Appleton Associates, a New York limited
partnership ("Appleton"); three members of Kirr
Marbach: David M. Kirr, Terry B. Marbach and Gregg T.
Summerville; and certain employees of Kirr Marbach
(each employee's position with Kirr Marbach is
indicated in parentheses following the individual's
name): Cassandra A. Banister (portfolio manager);
Donita C. Compton (equity trader); Debbie N. Malone
(administrative staff); Lois A. McGathey
(administrative staff); Karen S. Sluder
(administrative staff); Mary A. Schoettelkotte
(administrative staff); and Patsy A. Kaisher
(administrative staff).
Item 2 (b) Address of Principal Business Office, or if none, Residence:
The business address of Kirr Marbach and each of the
members and employees in the Group is 621 Washington
Street, Columbus, IN 47201.
Item 2 (c) Citizenship:
Kirr Marbach is a limited liability company organized
under the laws of the State of Indiana, 621 Partners
is an Indiana limited partnership, R. Weil and
Appleton are both New York limited partnerships, and
each of the individual members of the Group is a
United States Citizen.
<PAGE> 17
Item 2 (d) Title of Class of Securities:
Common Stock, $0.001 Par Value (the "Common Stock")
Item 2 (e) CUSIP Number:
380198-10-1
Item 3 If this statement is filed pursuant to Rules 13d-1(b) or
13d-2(b) or (c):
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 Investment Company Act
E. [ ] An investment adviser in accordance with Section
240.13d-1(b)(1)(1)(ii)(E)
F. [ ] An Employee benefit plan or endowment fund in
accordance with Section 240.13d-1(b)(1)(ii)(F)
G. [ ] A parent holding company or control person in
accordance with Section 240.13d-1(b)(ii)(G)
H. [ ] A savings association as defined in Section 3(b) of
the Federal Deposit Insurance Act
I. [ ] Group, in accordance with Section
240.13d-1(b)(1)(ii)(J)
J. [x] Group, in accordance with section
240.13d-1(b)(1)(ii)(H)
If this statement is being filed pursuant to Section 240.13d-1(c),
check this box [x]
Item 4 Ownership:
The Group beneficially owns in the aggregate 847,400
shares (6.8%) of the Common Stock. The information on
the cover pages (pages 2-15) is incorporated by
reference. (Percentages are calculated on the basis
of 12,539,189 outstanding shares of Common Stock as
reported in the Issuer's Form 10-Q for the Quarter
ended December 31, 1997 as filed on February 13,
1998.)
<PAGE> 18
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.
Item 8 Identification and Classification of Members of the Group:
Not Applicable.
Item 9 Notice of Dissolution of Group:
Not Applicable.
<PAGE> 19
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.
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.
Dated: April 27, 1998
Kirr, Marbach & Company, LLC
By /s/ Mickey Kim
621 Partners, L.P.
By /s/ Mickey Kim
R. Weil & Associates
By /s/ Mickey Kim
Appleton Associates
By /s/ Mickey Kim
/s/ David M. Kirr
David M. Kirr
/s/ Gregg T. Summerville
Gregg T. Summerville
/s/ Mickey Kim
Mickey Kim
/s/ Cassandra A. Banister
Cassandra A. Banister
/s/ Donita C. Compton
Donita C. Compton
/s/ Patsy A. Kaisher
Patsy A. Kaisher
/s/ Debbie N. Malone
Debbie N. Malone
/s/ Lois A. McGathey
Lois A. McGathey
/s/ Mary A. Schoettelkotte
Mary A. Schoettelkotte
/s/ Karen S. Sluder
Karen S. Sluder
