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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 08)
Larson Davis Incorporated
(Name of Issuer)
Common Stock, Par Value $0.001
(Title of Class of Securities)
517310-10-8
(CUSIP Number)
Check the following box if a fee is being paid with the statement /__/.
(A fee is not required only if the filing person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent
of the class of securities described in Item 1; and (2) has filed no
amendment subsequent thereto reporting beneficial ownership of five
percent or less of such class.) (See Rule 13d-7.)
*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
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).
SCHEDULE 13G
CUSIP No. 517310-10-8 Page 2 of 6 Pages
1 NAMES OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Larry J. Davis
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) /__/
(b) /__/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
5 SOLE VOTING POWER
*498,092 (Includes options to acquire 420,000
shares)
NUMBER OF 6 SHARED VOTING POWER
SHARES
BENEFICIALLY 696,362
OWNED BY
EACH 7 SOLE DISPOSITIVE POWER
REPORTING
PERSON *498,092 (Includes options to acquire 420,000
WITH shares)
8 SHARED DISPOSITIVE POWER
696,362
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
*1,194,454 (Includes options to acquire 420,000 shares)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See Instructions) /__/
Not Applicable
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
11.4%
12 TYPE OF REPORTING PERSON (See Instructions)
IN
*Includes 64,000 shares held of record by reporting person for the benefit
of his minor children. Reporting person disclaims beneficial ownership of
such shares.
CUSIP No. 517310-10-8 Page 3 of 6 Pages
1 NAMES OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Cheryl C. Davis
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) /__/
(b) /__/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
5 SOLE VOTING POWER
0
NUMBER OF 6 SHARED VOTING POWER
SHARES
BENEFICIALLY 696,362
OWNED BY
EACH 7 SOLE DISPOSITIVE POWER
REPORTING
PERSON 0
WITH
8 SHARED DISPOSITIVE POWER
696,362
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
696,362
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See Instructions) /__/
Not Applicable
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.7%
12 TYPE OF REPORTING PERSON (See Instructions)
IN
Item 1(a) Name of Issuer:
Larson Davis Incorporated
Item 1(b) Address of Issuer's Principal Executive Offices:
1681 West 820 North
Provo, Utah 84601
Item 2(a) Name of Person Filing:
Larry J. Davis
Cheryl C. Davis
Item 2(b) Address of Principal Business Office or, if none, Residence:
1681 West 820 North
Provo, Utah 84601
Item 2(c) Citizenship:
U.S.A.
Item 2(d) Title of Class of Securities:
Common Stock, $0.001 par value
Item 2(e) CUSIP Number:
517310-10-8
Item 3. If this statement is filed pursuant to Rules 13d-1(b),
or 13d-2(b), 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
Investment Company Act
(e) /__/ Investment Adviser registered under section 203 of the
Investment Advisers Act of 1940
(f) /__/ Employee Benefit Plan, Pension Fund which is subject to
Act of 1974 or Endowment Fund;
see Section 240.13d-1(b)(1)(ii)(F)
(g) /__/ Parent Holding Company, in accordance with Section
240.13d-1(b)(ii)(G) (Note: See Item 7)
(h) /__/ Group, in accordance with Section 240.13d-1(b)(1)(ii)(H)
Not Applicable
Item 4. Ownership:
If the percent of the class owned, as of December 31 of the year covered
by the statement, or as of the last day of any month described in
Rule 13d-1(b)(2), if applicable, exceeds five percent, provide the
following information as of that date and identify those shares which
there is a right to acquire.
(a) Amount Beneficially Owned: Larry: *1,194,454 (Includes options to
acquire 420,000 shares)
Cheryl: 696,362
(b) Percent of Class: Larry: 11.4%
Cheryl: 6.7%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: Larry:
*498,092 (Includes
options to acquire
420,000 shares)
Cheryl: 0
(ii) shared power to vote or to direct the vote: Larry: 696,362
Cheryl: 696,362
(iii) sole power to dispose or to direct the disposition of: Larry:
*498,092
(Includes
options to
acquire
420,000
shares)
Cheryl: 0
(iv) shared power to dispose or to direct the disposition of: Larry:
696,362
Cheryl:
696,362
Instruction: For computations regarding securities which represent a right
to acquire an underlying security see Rule 13d-3(d)(1).
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: /__/
Instruction: Dissolution of a group requires a response to this item.
Not Applicable
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power
to direct the receipt of dividends from, or the proceeds from the sale of,
such securities, a statement to that effect should be included in response
to this item and, if such interest relates to more than five percent of
the class, such person should be identified. A listing of the shareholders
of an investment company registered under the Investment Company Act of 1940
or the beneficiaries of employee benefit plan, pension fund or endowment
fund is not required.
Not Applicable
Item 7. Identification and Classification of the Security Which Acquired
the Security Being Reported on by the Parent Holding Company
If a parent holding company has filed this schedule, pursuant to
Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit
stating the identity and the Item 3 classification of the relevant subsidiary.
If a parent holding company has filed this schedule pursuant to Rule 13d-1(c),
attach an exhibit stating the identification of the relevant subsidiary.
Not Applicable
*Includes 64,000 shares held of record by reporting person for the benefit
of his minor children. Reporting person disclaims beneficial ownership of
such shares.
Item 8. Identification and Classification of Members of the Group
If a group has filed this schedule pursuant to Rule 13d-1(b)(ii)(H),
so indicate under Item 3(h) and attach an exhibit stating the identity
and Item 3 classification of each member of the group. If a group has
filed this schedule pursuant to Rule 13d-1(c), attach an exhibit stating
the identity of each member of the group.
Not Applicable
Item 9. Notice of Dissolution of Group
Notice of dissolution of a group may be furnished as an exhibit
stating the date of the dissolution and that all further filings with
respect to transactions in the security reported on will be filed,
if required, by members of the group, in their individual capacity.
See Item 5.
Not Applicable
Item 10. Certification
The following certification shall be included if the statement is
filed pursuant to Rule 13d-1(b):
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.
Not Applicable
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 13, 1997 /s/ Larry J. Davis
Date Signature
Larry J. Davis
Name/Title
February 13, 1997 /s/ Cheryl C. Davis
Date Signature
Cheryl C. Davis
Name/Title
The original statement shall be signed by each person on whose behalf
the statement is filed or his authorized representative other than an
executive officer or general partner of the filing person, evidence of
the representative's authority to sign on behalf of such person shall be
filed with the statement; provided, however, that a power of attorney for
this purpose which is already on file with the Commission may be
incorporated by reference. The name and any title of each person who
signs the statement shall be typed or printed beneath his signature.
Note: Six copies of this statement, including all exhibits, should be
filed with the Commission.
Attention: Intentional misstatements or omissions of fact constitute
Federal criminal violations. (See 18 U.S.C. 1001)
