MERIDIAN DIAGNOSTICS INC
SC 13G/A, 1997-01-23
IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES
Previous: WEALTH INTERNATIONAL INC, 10QSB, 1997-01-23
Next: BONNEVILLE PACIFIC CORP, 8-K, 1997-01-23



                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                  SCHEDULE 13G


                    UNDER THE SECURITIES EXCHANGE ACT OF 1934
                               (AMENDMENT NO. 10)*



                           MERIDIAN DIAGNOSTICS, INC.
- --------------------------------------------------------------------------------
                                (NAME OF ISSUER)



                                  Common Stock
- --------------------------------------------------------------------------------
                         (TITLE OF CLASS OF SECURITIES)


                                   589602 10 1
- --------------------------------------------------------------------------------
                                 (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.)

*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).


                        (Continued on following page(s))

                                Page 1 of 4 Pages


<PAGE>





 CUSIP NO. 589602 10 1                13G               PAGE  2 OF  4     PAGES
- --------------------------------------------------------------------------------

 1      NAME OF REPORTING PERSONS
        S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

           WILLIAM J. MOTTO
           ###-##-####

- ------- ------------------------------------------------------------------------
 2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*             (a)  [ ]
           See Item 4                                                 (b)  [X]

- ------- ------------------------------------------------------------------------
 3      SEC USE ONLY



- ------- ------------------------------------------------------------------------
 4      CITIZENSHIP OR PLACE OF ORGANIZATION

           United States of America

- --------------------------------------------------------------------------------

                       5      SOLE VOTING POWER
       NUMBER OF                  4,095,657
        SHARES        -------- -------------------------------------------------
     BENEFICIALLY
       OWNED BY        6      SHARED VOTING POWER
         EACH                    453,293
       REPORTING      ------- --------------------------------------------------
      PERSON WITH
                       7      SOLE DISPOSITIVE POWER
                                   4,095,657
                      ------- --------------------------------------------------

                       8      SHARED DISPOSITIVE POWER
                                  453,293
- --------------------------------------------------------------------------------
 9      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

             4,548,950
- --------------------------------------------------------------------------------
10      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

- --------------------------------------------------------------------------------
11      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
             31.8%

- ------- ------------------------------------------------------------------------
12      TYPE OF REPORTING PERSON*
             IN

- ------- ------------------------------------------------------------------------

                      *SEE INSTRUCTIONS BEFORE FILLING OUT!


<PAGE>



                                                               Page 3 of 4 Pages

ITEM    1(a)   Name of Issuer:              Meridian Diagnostics, Inc.

        1(b)   Address of Issuer's Principal Executive Office:

               3471 River Hills Drive
               Cincinnati, Ohio  45244

        2(a)   Name of Persons Filing:             William J. Motto

        2(b)   Address of Principal Business Office:

               3471 River Hills Drive
               Cincinnati, Ohio  45244

        2(c)   Citizenship:         U.S.A.

        2(d)   Title of Class of Securities:         Common Stock, No Par Value

        2(e)   CUSIP No.:           589602 10 1

        3.     If this Statement is Filed Pursuant to Rules 13d-1(b) or
               13d-2(b), check whether the Person Filing is a:   N/A

        4.     Ownership:

               (a)    See Item 9 of cover page.
               (b)    See Item 11 of cover page.
               (c)    See Items 5-8 of cover page.

          This  Amendment  No. 10 to Schedule  13G is filed solely by William J.
          Motto.   The  original  Schedule  13G  and  all  amendments  prior  to
          Amendment  No. 6 to  Schedule  13G were  filed by William J. Motto and
          Jerry L. Ruyan on the same Schedule 13G.

          The shares in Items 5, 7 and 9 include  options  that are  exercisable
          within 60 days into 76,599  shares and 50,146 shares held by Mr. Motto
          as  trustee  of the  William  J.  Motto  Family  Charitable  Remainder
          Unitrust.  The  number  of  shares  shown in Items 6, 8, and 9 for Mr.
          Motto  includes  453,293  shares  held by his  children as trustees of
          certain irrevocable trusts.

          William  J.  Motto and  Jerry L.  Ruyan are  parties  to an  agreement
          ("Agreement") with the Company pursuant to which they must offer their
          shares for sale to the Company, and if it declines to purchase, to the
          other at a price  based on current  market  prices,  if either of them
          desires to sell  shares in excess of 1% of the  Company's  outstanding
          Common Stock in any three-month period. Mr. Motto does not affirm that
          the Agreement operates to make Messrs. Motto and Ruyan a


<PAGE>



          group for purposes of Section 13(d)(3) of the Securities  Exchange Act
          of  1934.  The  Agreement  previously  was  filed  as  an  Exhibit  to
          Registration  Statement  No.  33-6052.  The  First  Amendment  to  the
          Agreement,  which  removed  Richard  H.  Walter  as  a  party  to  the
          Agreement,  previously  was  filed as an  Exhibit  to the Form 10-K of
          Meridian  Diagnostics,  Inc. for the fiscal year ended  September  30,
          1992.

        5.     Ownership of 5% or less of class:                 N/A

        6.     Ownership of more than 5% on behalf of another person:  N/A

        7.     Identification   and  classification  of  the  subsidiary  which
               acquired  the  security  being  reported  by  the  parent holding
               company:             N/A

        8.     Identification and classification of members of the group:   N/A

        9.     Notice of dissolution of group:                   N/A

        10.    Certification:               N/A


     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.



Date: January  22, 1997                             /s/ William J. Motto
     ------------------------                      ---------------------
                                                      William J. Motto



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission