SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 10549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.11)*
X-RITE, INCORPORATED
(Name of Issuer)
Common Stock, Par Value $.10 Per Share
983857103
(CUSIP Number)
Check the following box if a fee is being paid with this 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.)
(Continues on the following page(s))
Page 1 of 12 Pages
<PAGE>
CUSIP NO. 983857103 13G Page 2 of 12 Pages
1. NAME OF REPORTING PERSON
Leonard C. Blanding
###-##-####
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |X|
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
5. SOLE VOTING POWER
NUMBER OF 1,103,082
SHARES
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY
EACH -0-
REPORTING
PERSON 7. SOLE DISPOSITIVE POWER
WITH
1,103,082
8. SHARED DISPOSITIVE POWER
-0-
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,123,082
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.3%
12. TYPE OF REPORTING PERSON*
IN
<PAGE>
CUSIP NO. 983857103 13G Page 3 of 12 Pages
1. NAME OF REPORTING PERSON
Lawrence E. Fleming
###-##-####
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |X|
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
5. SOLE VOTING POWER
NUMBER OF 1,620,000
SHARES
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY
EACH -0-
REPORTING
PERSON 7. SOLE DISPOSITIVE POWER
WITH
1,620,000
8. SHARED DISPOSITIVE POWER
-0-
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,650,000
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.8%
12. TYPE OF REPORTING PERSON*
IN
<PAGE>
CUSIP NO. 983857103 13G Page 4 of 12 Pages
1. NAME OF REPORTING PERSON
Rufus S. Teesdale
###-##-####
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |X|
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
5. SOLE VOTING POWER
NUMBER OF 1,519,195
SHARES
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY
EACH -0-
REPORTING
PERSON 7. SOLE DISPOSITIVE POWER
WITH
1,519,195
8. SHARED DISPOSITIVE POWER
-0-
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,549,195
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.4%
12. TYPE OF REPORTING PERSON*
IN
<PAGE>
CUSIP NO. 983857103 13G Page 5 of 12 Pages
1. NAME OF REPORTING PERSON
D. Ted Thompson
###-##-####
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |X|
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
5. SOLE VOTING POWER
NUMBER OF 1,368,300
SHARES
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY
EACH -0-
REPORTING
PERSON 7. SOLE DISPOSITIVE POWER
WITH
1,368,300
8. SHARED DISPOSITIVE POWER
-0-
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,448,300
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.9%
12. TYPE OF REPORTING PERSON*
IN
<PAGE>
CUSIP NO. 983857103 13G Page 6 of 12 Pages
1. NAME OF REPORTING PERSON
Quinten E. Ward
###-##-####
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |X|
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
5. SOLE VOTING POWER
NUMBER OF -0-
SHARES
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY
EACH 1,079,100
REPORTING
PERSON 7. SOLE DISPOSITIVE POWER
WITH
-0-
8. SHARED DISPOSITIVE POWER
1,079,100
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,109,100
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.3%
12. TYPE OF REPORTING PERSON*
IN
<PAGE>
CUSIP NO. 983857103 13G Page 7 of 12 Pages
Item 1(a) Name of Issuer:
X-Rite, Incorporated
Item 1(b) Address of Issuer's Principal Executive Offices:
3100 44th St., S.W.
Grandville, MI 49418
Item 2(a) Name of Persons Filing:
Leonard C. Blanding
Lawrence E. Fleming
Rufus S. Teesdale
D. Ted Thompson
Quinten E. Ward
Item 2(b) Address of Principal Business Office:
Leonard C. Blanding: 6600 Tanglewood S.E.
Grand Rapids, MI 49546
Lawrence E. Fleming: 6200 Hall St., S.E.
Grand Rapids, MI 49546
Rufus S. Teesdale: 3152 E. Gatehouse Dr., S.E.
Grand Rapids, MI 49546
D. Ted Thompson: 3100 44th St., S.W.
Grandville, MI 49418
Quinten E. Ward: 2251 N. Rampart Blvd., Suite 102
Las Vegas, NV 89128
Item 2(c) Citizenship:
United States of America
Item 2(d) Title of Securities:
Common Stock, Par Value $.10
<PAGE>
CUSIP NO. 983857103 13G Page 8 of 12 Pages
Item 2(e) CUSIP Number:
983857103
Item 3
Item 4 Ownership:
Leonard C. Blanding
(a) Amount Beneficially Owned: 1,123,082
(b) Percent of Class: 5.3%
(c) Number of Shares as to which such person has:
(i) sole power to vote or direct the vote:
1,103,082
(ii) shared power to vote or direct the vote:
-0-
(iii) sole power to dispose or to direct the
disposition of:
1,103,082
(iv) shared power to dispose or to direct the
disposition of:
-0-
Note: The amount beneficially owned includes options for
20,000 shares exercisable within 60 days, but does not include
314,050 shares held by a Trust for which Mr. Blanding's wife
serves as Trustee, and as to which Mr. Blanding disclaims
beneficial ownership.
Lawrence E. Fleming
(a) Amount Beneficially Owned: 1,650,000
(b) Percent of Class: 7.8%
(c) Number of Shares as to which such person has:
<PAGE>
CUSIP NO. 983857103 13G Page 9 of 12 Pages
(i) sole power to vote or direct the vote:
1,620,000
(ii) shared power to vote or direct the vote:
-0-
(iii) sole power to dispose or to direct the
disposition of:
1,620,000
(iv) shared power to dispose or to direct
the disposition of:
-0-
Note: The amount beneficially owned includes options for
30,000 shares exercisable within 60 days.
Rufus S. Teesdale
(a) Amount Beneficially Owned: 1,549,195
(b) Percent of Class: 7.4%
(c) Number of Shares as to which such person has:
(i) sole power to vote or direct the vote:
1,519,195
(ii) shared power to vote or direct the vote:
-0-
(iii) sole power to dispose or to direct the
disposition of:
1,519,195
(iv) shared power to dispose or to direct the
disposition of:
-0-
<PAGE>
CUSIP NO. 983857103 13G Page 10 of 12 Pages
Note: The amount beneficially owned includes options for
30,000 shares exercisable within 60 days.
D. Ted Thompson
(a) Amount Beneficially Owned: 1,448,300
(b) Percent of Class: 6.9%
(c) Number of Shares as to which such person has:
(i) sole power to vote or direct the vote:
1,368,300
(ii) shared power to vote or direct the vote:
-0-
(iii) sole power to dispose or to direct the
disposition of:
1,368,300
(iv) shared power to dispose or to direct
the disposition of:
-0-
Note: The amount beneficially owned includes options for
80,000 shares exercisable within 60 days, but does not include
160,000 shares held by a Trust for which Mr. Thompson's wife
serves as Trustee, and as to which Mr. Thompson disclaims
beneficial ownership.
Quinten E. Ward
(a) Amount Beneficially Owned: 1,109,100
(b) Percent of Class: 5.3%
(c) Number of Shares as to which such person has:
(i) sole power to vote or direct the vote:
-0-
<PAGE>
CUSIP NO. 983857103 13G Page 11 of 12 Pages
(ii) shared power to vote or direct the vote:
1,079,100
(iii) sole power to dispose or to direct the
disposition of:
-0-
(iv) shared power to dispose or to direct the
disposition of:
1,079,100
Note: The amount beneficially owned includes options for
30,000 shares exercisable within 60 days, but does not include
182,000 shares held by Mr. Ward's wife, as to which Mr. Ward
disclaims beneficial ownership.
Item 5 Ownership of 5% or less of a Class:
----------------------------------
Not applicable.
Item 6 Ownership of More than 5% on Behalf of Another:
----------------------------------------------
Not applicable.
Item 7 Identification and Classification of the Subsidiary which
--------------------------------------------------------------
Acquired the Security Being Reported on by Parent Holding
--------------------------------------------------------------
Company:
-------
Not applicable.
Item 8 Identification and Classification of Members of the Group:
---------------------------------------------------------
Not applicable.
<PAGE>
CUSIP NO. 983857103 13G Page 12 of 12 Pages
Item 9 Notice of Dissolution:
---------------------
Not applicable.
Signature:
After reasonable inquiry and to the best of my knowledge and
belief, the undersigned certify that the information set forth
in this statement is true, complete and correct.
Dated: January 21, 1997
/s/ Leonard C. Blanding
Leonard C. Blanding
/s/ Lawrence E. Fleming
Lawrence E. Fleming
/s/ Rugus S. Teesdale
Rufus S. Teesdale
/s/ D. Ted Thompson
D. Ted Thompson
/s/ Quinten E. Ward
Quinten E. Ward
N0458.016
<PAGE>
