FORM 4
/ x / Check this box if no longer
subject to Section 16. Form 4
or Form 5 obligation may
continue. See instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section
17(a) of the Public Utility Holding Company Act of 1935 or Section 30(f) of the
Investment Company Act of 1940
1. Name and Address of Reporting Person
GE Fund
3135 Easton Turnpike
Fairfield, CT 06431
2. Issuer Name and Ticker or Trading Symbol
Alliance Imaging, Inc. (NASDAQ-SCAN)
3. IRS or Social Security Number of Reporting Person (Voluntary)
I.R.S. #22-262-1967
4. Statement for Month/Year
December 1997
5. If Amendment, Date of Original (Month/Year)
6. Relationship of Reporting Person(s) to Issuer (Check all applicable)
( ) Director ( x ) 10% Owner
( ) Officer (give title below) ( ) Other (specify below)
----------------------------------------------------------------------
7. Individual or Joint/Group Filing (Check Applicable Line)
( x ) Form filed by One Reporting Person
( ) Form filed by More than One Reporting Person
<PAGE>
<TABLE>
Table I -- Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
<CAPTION>
1. Title of Security 2. Trans- 3. Trans- 4. Securities 5. Amount of 6. Ownership 7. Nature of
(Instr. 3) action action Acquired (A) or Secur- Form: Indirect
Date Code Disposed of (D) ities Direct (D) Beneficial
(Month/ (Instr. (Instr. 3, 4 Benefici- or Ownership
Day/ 8) and 5) ally Indirect (Instr. 4)
Year) Owned at (I)
End of (Instr. 4)
Month
(Instr.
3 and 4)
------------ -----------------------
Code V Amount (A) or (D) Price
<S> <C> <C> <C> <C> <C> <C>
Common Stock 12/18/97 J(See 3,000,000 A See
Note 1) shares Note 1
Common Stock 12/18/97 J(See 3,000,000 D See 0
Note 1) shares Note 1
</TABLE>
Reminder: Report on a separate line for each class of securities benefically
owned directly or indirectly.
<PAGE>
<TABLE>
Table II -- Derivative Securitites Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
<CAPTION>
1. Title of Derivative 2. Conversion 3. Transaction 4. Transaction 5. Number of 6. Date
Security or Exercise Date Code Derivative Exercisable
(Instr. 3) Price of (Month/ (Instr. 8) Securities and
Derivative Day/Year) Acquired (A) Expiration
Security or Disposed Date
of (D) (Month/
(Instr. 3, 4, Day/Year)
and 5)
--------------- ---------------- ------------------------
V (A) (D) Date Expira-
Exer- tion
cisable Date
<S> <C> <C> <C> <C> <C>
Series D 4% Cumulative Redeemable $6 12/18/97 J(see Note 18,000 See Note 1 See Note 1
Preferred Stock 1)
</TABLE>
Table II (continued)
<TABLE>
<CAPTION>
7. Title and Amount of 8. Price of Derivative 9. Number of Derivative 10. Ownership Form of 11. Nature of Indirect
Underlying Securities Security (Instr. 5) Securities Beneficially Derivative Security Beneficial Ownership
Owned at End of Month Direct (D) or Indirect (I) (Instr. 4)
(Instr. 4) (Instr. 4)
- ----------------------------
Title Amount or
Number of
Shares
<S> <C> <C> <C> <C>
Common Stock 3,000,000 See Note 1 0
</TABLE>
Explanation of Responses:
Note 1: Each share of Series D 4% Cumulative Redeemable Convertible Preferred
Stock of Alliance Imaging, Inc. (the "Series D Preferred Stock) is
convertible at any time through 12/31/06 into shares of Alliance Common
Stock at a conversion price of $6.00 per share of Common Stock (subject to
certain adjustments). On 12/18/97, in connection with the merger of
Alliance and Newport Investment LLC pursuant to an agreement dated as of
7/23/97, the shares of Series D Preferred Stock held by the GE Fund were
converted into 3,000,000 shares of Alliance Common Stock and such common
stock was converted into the right to receive $11.00 per share in cash.
** Intentional misstatements or omissions of facts constitute Federal Criminal
Violations.
See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
GE FUND
/S/ JANE POLIN JANUARY 9, 1998
--------------- ---------------
Name: Jane Polin Date
Title: Comptroller
