UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Go-Video, Inc.
(Name of Issuer)
Common Stock, $0.001 Par Value
(Title of Class of Securities)
380198-10-1
(CUSIP Number)
December 31, 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 477,900
7 Sole Dispositive Power
0
8 Shared Dispositive Power
477,900
9 Aggregate Amount Beneficially Owned by Each Reporting Person
477,900
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)
3.6%
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 128,400
7 Sole Dispositive Power
0
8 Shared Dispositive Power
128,400
9 Aggregate Amount Beneficially Owned by Each Reporting Person
128,400
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)
1.0%
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 215,500
7 Sole Dispositive Power
0
8 Shared Dispositive Power
215,500
9 Aggregate Amount Beneficially Owned by Each Reporting Person
215,500
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)
1.6%
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 134,000
7 Sole Dispositive Power
0
8 Shared Dispositive Power
134,000
9 Aggregate Amount Beneficially Owned by Each Reporting Person
134,000
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)
1.0%
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 96,900
OWNED BY
EACH 6 Shared Voting Power
REPORTING
PERSON WITH 0
7 Sole Dispositive Power
96,900
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
96,900
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)
0.7%
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 42,200
OWNED BY
EACH 6 Shared Voting Power
REPORTING
PERSON WITH 0
7 Sole Dispositive Power
42,200
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
42,200
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)
0.3%
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 0
OWNED BY
EACH 6 Shared Voting Power
REPORTING
PERSON WITH 0
7 Sole Dispositive Power
0
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
0
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
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 4,200
OWNED BY
EACH 6 Shared Voting Power
REPORTING
PERSON WITH 0
7 Sole Dispositive Power
4,200
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
4,200
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 9,000
OWNED BY
EACH 6 Shared Voting Power
REPORTING
PERSON WITH 0
7 Sole Dispositive Power
9,000
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
9,000
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)
0.1%
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
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 Amendment No. 1 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. [ ] A church plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the
Investment Company Act of 1940
J. [ ] Group, in accordance with section 240.13d-1(b)(1)(ii)(J)
If this statement is being filed pursuant to Section 240.13d-1(c),
check this box [x]
Item 4 Ownership:
As of December 31, 1998, the Group beneficially owned in the
aggregate 639,800 shares (4.8%) of the Common Stock. See Item 5.
The information on the cover pages (pages 2-15) is incorporated
by reference. (Percentages are calculated on the basis of
13,419,170 outstanding shares of Common Stock as reported in the
Issuer's Form 10-Q for the Quarter ended September 30, 1998 as
filed on November 16, 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 [X].
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: February 9, 1999
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
