PAGE 1 of 6 PAGES
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. __ )1
LARSON DAVIS INC.
(Name of Issuer)
COMMON STOCK, PAR VALUE $0.001
(Title of Class of Securities)
517310108
(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)
Rule 13d-1(c)
X Rule 13d-1(d)
- -----------
1 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 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>
CUSIP NO. 449238203 SCHEDULE 13G PAGE 2 of 6 PAGES
- ------------------- -----------------
1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF REPORTING PERSON (ENTITIES ONLY)
The Ace Foundation
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
New York
NUMBER OF SHARES 5 SOLE VOTING POWER
BENEFICIALLY OWNED BY -0-
EACH REPORTING PERSON WITH
6 SHARED VOTING POWER
-0-
7 SOLE DISPOSITIVE POWER
2,381,357
8 SHARED DISPOSITIVE POWER
-0-
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Approximately 2,381,357
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
15.44%
12 TYPE OF REPORTING PERSON
CO
<PAGE>
CUSIP NO. 517310108 SCHEDULE 13G PAGE 3 of 6 PAGES
- ------------------- -----------------
Item 1(a) Name of Issuer
Larson Davis Inc. ("Issuer")
Item 1(b) Address of Issuer's Principal Executive Offices
1681 West 820 North
Provo, UT 84601
Item 2(a) Name of Person Filing
This Schedule 13G is being filed by the Ace Foundation
("Reporting Person").
Item 2(b) Address of Principal Business Office
1650 49th Street, Brooklyn New York 11204.
Item 2(c) Citizenship
Reporting Person is a New York corporation
Item 2(d) Title of Class of Securities
Common Stock, par value $0.001
Item 2(e) CUSIP Number
517310108
Item 3 If this Statement is filed pursuant to Rule 13d-1(b) or
13d-2(b) or (c), check whether the person filing
is
(a) ___ Broker or dealer registered under Section 15 of the
Exchange Act.
(b) ___ Bank as defined in Section 3(a)(6) of the Exchange Act.
(c) ___ Insurance company as defined in Section 3(a)(19) of
the Exchange Act.
(d) ___ Investment company registered under Section 8 of the
Investment Company Act.
(e) ___ An investment adviser in accordance with Rule 13d-1
(b) (1) (ii) (E);
(f) ___ An employee benefit plan or endowment fund in
accordance with Rule13d-1 (b) (1) (ii) (F);
(g) ___ A parent holding company or control person in
accordance with Rule 13d-1 (b) (1) (ii) (G);
(h) ___ A savings association as defined in Section 3(b) of
the Federal Deposit Insurance Act;
<PAGE>
CUSIP NO. 517310108 SCHEDULE 13G PAGE 4 of 6 PAGES
- ------------------- -----------------
(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(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.
Approximately 2,381,357 (as of December 31, 1998)
(b) Percent of class:
15.44% (based on 13,040,360 shares of Common Stock issued and
outstanding as reported in Issuer's Quarterly Report on Form
10-Q for the quarter ended September 30, 1998)
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote. N/A
(ii) Shared power to vote or to direct the vote. N/A
(iii) Sole power to dispose or to direct the disposition
of 2,381,357
(iv) Shared power to dispose or to direct the
disposition of N/A
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 the Group
Not Applicable
<PAGE>
CUSIP NO. 517310108 SCHEDULE 13G PAGE 5 of 6 PAGES
- ------------------- -----------------
Item 10 Certification
By signing below the undersigned certifies that, to the best
of its knowledge and belief, the securities referred to above were not acquired
and are not held for the purpose of or with the effect of changing or
influencing the control of the issuer of such securities and were not acquired
and are not held in connection with or as a participant in any transaction
having such purpose or effect.
<PAGE>
CUSIP NO. 517310108 SCHEDULE 13G PAGE 6 of 6 PAGES
- ------------------- -----------------
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, each of the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Dated: March 16, 1999
THE ACE FOUNDATION
By: Aaron Elbogen
Vice President
