ADVANCED MEDICAL PRODUCTS INC
SC 13G, 1996-02-13
ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS
Previous: GABELLI FUNDS INC ET AL, SC 13D/A, 1996-02-13
Next: SYSTEM SOFTWARE ASSOCIATES INC, SC 13G/A, 1996-02-13



                                                               
                                            OMB APPROVAL     
                                      OMB Number.  3235-0145   
                                      Expires: Oct. 31, 1994   
                                      Estimated average burden 
                                      Hours per response..14.90
                                                               
                                      
                               UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C.  20549


                               SCHEDULE 13G


                 Under the Securities Exchange Act of 1934
                            (Amendment No. 7)*

                   Advanced Medical Products Inc.                  
                             (Name of Issuer)

                   Common Stock, $0.01 par value                   
                      (Title of Class of Securities)

                             00753W 20 7          
                              (CUSIP Number)

                                                                      
Check the following line 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 an 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).




                             Page 1 of 6 pages



                                                                         
 CUSIP No.   00753W 20 7                13G            Page 2 of 6 pages 
                                                                         
                                                                           
 1.  Name of Reporting Person                                              
     S.S. or I.R.S.  Identification No. of Above Person                    
                                                                           
          Mr. James Herbert Brown                                          
                                                                           
 2.  Check the appropriate line if a member of a group*                    
          (a)                                                              
          (b)    X                                                         
                                                                           
 3.  SEC Use Only                                                          
                                                                           
                                                                           
                                                                           
 4.  Citizenship or Place of Organization                                  
                                                                           
          United States of America                                         
                                                                           
    Number Of  5.   Sole Voting Power                                      
                                                                           
     Shares              147,816.75                                        
                                                                           
  Beneficially 6.   Shared Voting Power                                    
                                                                           
    Owned By             14,242                                            
                                                                           
      Each     7.   Sole Dispositive Power                                 
                                                                           
   Reporting             147,816.75                                        
                                                                           
     Person    8.   Shared Dispositive Power                               
                                                                           
     With                2,342                                             
                                                                           
 9.  Aggregate Amount Beneficially Owned by Each Reporting Person          
                                                                           
          162,058.75                                                       
                                                                           
 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares*     
                                                                           
                                                                           
                                                                           
 11. Percent of Class Represented by Amount in Row 9                       
                                                                           
          6.0%                                                             
                                                                           
 12. Type of Reporting Person*                                             
                                                                           
          IN                                                               
                                                                           


                                                  Page 3 of 6 Pages


Item 1.

          (a)  Name of Issuer:

                    Advanced Medical Products Inc.

          (b)  Address of Issuer's Principal Executive Offices:

                    111 Research Drive
                    Columbia, South Carolina  29203


Item 2.

          (a)  Name:

                    Mr. James Herbert Brown

          (b)  Address of Principal Business Office:

                    111 Research Drive
                    Columbia, South Carolina  29203

          (c)  Citizenship

                    United States of America

          (d)  Title of Class of Securities:

                    Common Stock, par value $.01 per share

          (e)  CUSIP Number:

                    00753W 20 7    


Item 3.   If this statement is filed pursuant to Rule 13d-1(b) or 13d-2(b),
          check whether the person is a:

               Not Applicable


Item 4.   Ownership

          (a)  Amount Beneficially Owned as of December 31, 1995:

                    162,058.75 Shares





                                                  Page 4 of 6 Pages


          (b)  Percent of Class:

                    6.0%

          (c)  (i)  Sole Power to Vote or to Direct to Vote:

                    147,816.75 Shares

              (ii)  Shared Power to Vote or to Direct the Vote:

                    14,242 Shares

             (iii)  Sole Power to Dispose or to Direct the Disposition of:

                    147,816.75 Shares

              (iv)  Shared Power to Dispose or to Direct the Disposition of:

                    14,242 Shares

          The above shares do not include options for 75,000 shares, the
          vesting and exercise formula and schedule of which are set forth in
          the Issuer's Amended and Restated Stock Option Plan.


Item 5.   Ownership of Five Percent or Less or a Class.

               Not Applicable


Item 6:   Ownership of More than Five Percent on Behalf of Another Person.

               Mr. Brown holders proxies to vote 14,242 shares, which are
          owned by immediate family members.  The foregoing 14,242 shares are
          included in the responses to items 4(c)(ii) and 4(c)(iv).


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





                                                  Page 5 of 6 Pages


Item 9.   Notice of Dissolution of Group.

               Not Applicable


Item 10.  Certification.

               Not Applicable












































                                                  Page 6 of 6 Pages


                                 SIGNATURE

          After reasonable inquiry and to the best of knowledge and belief,
I certify that the information set forth in this Statement is true, complete
and correct.




  /s/JAMES HERBERT BROWN                       February 14, 1996  
  JAMES HERBERT BROWN
<PAGE>
                                                               
                                            OMB APPROVAL         
                                      OMB Number.  3235-0145   
                                      Expires: Oct. 31, 1994   
                                      Estimated average burden    
                                      hours per response..14.90
                                                               

                               UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C.  20549


                               SCHEDULE 13G


                 Under the Securities Exchange Act of 1934
                            (Amendment No. 7)*

                   Advanced Medical Products Inc.                  
                             (Name of Issuer)

                   Common Stock, $0.01 par value                   
                      (Title of Class of Securities)

                             00753W 20 7          
                              (CUSIP Number)
                                                                     
                                                                      
Check the following line 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 an 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).




                             Page 1 of 6 pages



                                                                         
 CUSIP No.   00753W 20 7                13G            Page 2 of 6 pages 
                                                                           
                                                                           
 1.  Name of Reporting Person                                              
     S.S. or I.R.S.  Identification No. of Above Person                    
                                                                           
          Mr. Clarence P. Groff                                            
                                                                           
 2.  Check the appropriate line if a member of a group*                    
          (a)                                                              
          (b)    X                                                         
                                                                           
 3.  SEC Use Only                                                          
                                                                           
                                                                           
                                                                           
 4.  Citizenship or Place of Organization                                  
                                                                           
          United States of America                                         
                                                                           
    Number Of  5.   Sole Voting Power                                      
                                                                           
     Shares              984,366.75                                        
                                                                           
  Beneficially 6.   Shared Voting Power                                    
                                                                           
    Owned By                                                               
                                                                           
      Each     7.   Sole Dispositive Power                                 
                                                                           
   Reporting             619,666.75                                        
                                                                           
     Person    8.   Shared Dispositive Power                               
                                                                           
     With                None                                              
                                                                           
 9.  Aggregate Amount Beneficially Owned by Each Reporting Person          
                                                                           
          984,366.75                                                       
                                                                           
 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares*     
                                                                           
                                                                           
                                                                           
 11. Percent of Class Represented by Amount in Row 9                       
                                                                           
          36.6%                                                            
                                                                           
 12. Type of Reporting Person*                                             
                                                                           
          IN                                                               
                                                                           

                                                  Page 3 of 6 Pages


Item 1.

          (a)  Name of Issuer:

                    Advanced Medical Products Inc.

          (b)  Address of Issuer's Principal Executive Offices:

                    111 Research Drive
                    Columbia, South Carolina  29203


Item 2.

          (a)  Name:

                    Mr. Clarence P. Groff

          (b)  Address of Principal Business Office:

                    231 N. Woodlake Drive
                    Columbia, South Carolina  29223

          (c)  Citizenship

                    United States of America

          (d)  Title of Class of Securities:

                    Common Stock, par value $.01 per share

          (e)  CUSIP Number:

                    00753W 20 7    


Item 3.   If this statement is filed pursuant to Rule 13d-1(b) or 13d-2(b),
          check whether the person is a:

               Not Applicable


Item 4.   Ownership

          (a)  Amount Beneficially Owned as of December 31, 1995:

                    984,366.75 Shares





                                                  Page 4 of 6 Pages


          (b)  Percent of Class:

                    36.6%

          (c)  (i)  Sole Power to Vote or to Direct to Vote:

                    984,366.75 Shares

              (ii)  Shared Power to Vote or to Direct the Vote:

                    

             (iii)  Sole Power to Dispose or to Direct the Disposition of:

                    619,666.75 Shares

              (iv)  Shared Power to Dispose or to Direct the Disposition of:

                    None

          The above shares do not include options for 150,000 shares, the
          vesting and exercise formula and schedule of which are set forth in
          the Issuer's Amended and Restated Stock Option Plan.


Item 5.   Ownership of Five Percent or Less or a Class.

               Not Applicable


Item 6:   Ownership of More than Five Percent on Behalf of Another Person.

               Item 4(c)(i) includes 364,700 shares which are subject to a
          Voting Trust Agreement pursuant to which Mr. Groff has the power to
          vote such shares.  Dr. Steven Berkowitz, a citizen of the United
          States of America whose residence address is 22 Malke Drive,
          Wayside, New Jersey 07712, has the right to receive dividends from,
          and proceeds from the sale of, 264,200 of such shares, or
          approximately 9.95% of the class.  Six employees of the Issuer have
          the right to receive dividends from, and proceeds from the sale of,
          an aggregate of 100,500 additional such shares.  Deborah Riente,
          the Secretary of the Issuer, has the right to receive dividends
          from, and the proceeds of, the sale of 10,424 additional such
          shares.

               





                                                  Page 5 of 6 Pages


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


Item 10.  Certification.

               Not Applicable
































                                                  Page 6 of 6 Pages


                                 SIGNATURE

          After reasonable inquiry and to the best of knowledge and belief,
I certify that the information set forth in this Statement is true, complete
and correct.




 /s/CLARENCE P. GROFF                          February 14, 1996  
  CLARENCE P. GROFF

<PAGE>
                                                               
                                            OMB APPROVAL         
                                      OMB Number.  3235-0145   
                                      Expires: Oct. 31, 1994   
                                      Estimated average burden 
                                      hours per response..14.90
                                                                

                               UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C.  20549


                               SCHEDULE 13G


                 Under the Securities Exchange Act of 1934
                            (Amendment No. 7)*

                   Advanced Medical Products Inc.                  
                             (Name of Issuer)

                   Common Stock, $0.01 par value                   
                      (Title of Class of Securities)

                             00753W 20 7          
                              (CUSIP Number)

                                                                      
Check the following line 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 an 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).




                             Page 1 of 6 pages




                                                                         
 CUSIP No.   00753W 20 7                13G            Page 2 of 6 pages 
                                                                         
                                                                           
 1.  Name of Reporting Person                                              
     S.S. or I.R.S.  Identification No. of Above Person                    
                                                                           
          Mr. George L. Down                                               
                                                                           
 2.  Check the appropriate line if a member of a group*                    
          (a)                                                              
          (b)    X                                                         
                                                                           
 3.  SEC Use Only                                                          
                                                                           
                                                                           
                                                                           
 4.  Citizenship or Place of Organization                                  
                                                                           
          United States of America                                         
                                                                           
    Number Of  5.   Sole Voting Power                                      
                                                                           
     Shares              162,214.75                                        
                                                                           
  Beneficially 6.   Shared Voting Power                                    
                                                                           
    Owned By             34,552                                            
                                                                           
      Each     7.   Sole Dispositive Power                                 
                                                                           
   Reporting             162,214.75                                        
                                                                           
     Person    8.   Shared Dispositive Power                               
                                                                           
     With                14,976                                            
                                                                           
 9.  Aggregate Amount Beneficially Owned by Each Reporting Person          
                                                                           
          196,766.75                                                       
                                                                           
 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares*     
                                                                           
                                                                           
                                                                           
 11. Percent of Class Represented by Amount in Row 9                       
                                                                           
          7.32%                                                            
                                                                           
 12. Type of Reporting Person*                                             
                                                                           
          IN                                                               
                                                                           

                                                       Page 3 of 6 Pages   


Item 1.

          (a)  Name of Issuer:

                    Advanced Medical Products Inc.

          (b)  Address of Issuer's Principal Executive Offices:

                    111 Research Drive
                    Columbia, South Carolina  29203


Item 2.

          (a)  Name:

                    Mr. George L. Down

          (b)  Address of Principal Business Office:

                    111 Research Drive
                    Columbia, South Carolina  29203

          (c)  Citizenship

                    United States of America

          (d)  Title of Class of Securities:

                    Common Stock, par value $.01 per share

          (e)  CUSIP Number:

                    00753W 20 7    


Item 3.   If this statement is filed pursuant to Rule 13d-1(b) or 13d-2(b),
          check whether the person is a:

               Not Applicable


Item 4.   Ownership

          (a)  Amount Beneficially Owned as of December 31, 1995:

                    196,766.75 Shares   





                                                  Page 4 of 6 Pages


          (b)  Percent of Class:

                    7.32%

          (c)  (i)  Sole Power to Vote or to Direct to Vote:

                         162,214.75 Shares

              (ii)  Shared Power to Vote or to Direct the Vote:

                         34,552 Shares

             (iii)  Sole Power to Dispose or to Direct the Disposition of:

                         162,214.75 Shares

              (iv)  Shared Power to Dispose or to Direct the Disposition of:

                         14,976 Shares


Item 5.   Ownership of Five Percent or Less or a Class.

               Not Applicable


Item 6:   Ownership of More than Five Percent on Behalf of Another Person.

               Mr. Down holds a Power of Attorney to vote 14,976 shares owned
          by an immediate family member.  The foregoing shares are included
          in the responses to Items 4(c)(ii) and 4(c)(iv).  Mr. Down also
          holds proxies to vote another 19,576 shares owned by immediate
          family members.  The foregoing shares are included in the responses
          to Items 4(c)(ii).


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






                                                  Page 5 of 6 Pages


Item 9.   Notice of Dissolution of Group.

               Not Applicable


Item 10.  Certification.

               Not Applicable












































                                                  Page 6 of 6 Pages


                                 SIGNATURE

          After reasonable inquiry and to the best of knowledge and belief,
I certify that the information set forth in this Statement is true, complete
and correct.




 /s/GEORGE L. DOWN                             February 14, 1996  
    GEORGE L. DOWN



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