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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
FORM 4
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
Westgate International, L.P.
C/o Midland Bank Trust Corporation (Cayman) Limited
P.O. Box 1109, Mary Street
Grand Cayman, Cayman Islands, BWI
2. Issuer Name and Ticker Trading Symbol
Hayes Corporation (HAYZQ)
3. IRS or Social Security Number of Reporting Person (Voluntary)
4. Statement for (Month/Day/Year)
11/98
5. If Amendment, Date of Original (Month/Year)
6. Relationship of Reporting Person to Issuer (Check all applicable)
_x_ Director
___ Officer (give title below)
___ Chairman
___ 10% Owner
___ 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 1 of 4)<PAGE>
Table I - Non-Derivative Securities Acquired, Disposed of, or
Beneficially Owned
1. Title of Security (Instr. 3)
a.) Common Stock, par value $0.01
b.) 6% Cumulative Preferred Stock
c.) 6% Cumulative Preferred Stock
2. Transaction Date (Month/Day/Year)
a.) 11/12/98
b.) 11/12/98
c.) 11/12/98
3. Transaction Code (Inst. 8)
a.) P
b.) P
c.) P
V
4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
a.) Amount 5,770
(A) or (D) A
Price *
a.) Amount 5,833
(A) or (D) A
Price $750.00 per share
b.) Amount 548
(A) or (D) A
Price $750.00 per share
5. Amount of Securities Beneficially Owned at End of Month (Instr. 3
and 4)
a.) 12,662**
b.) and c.) 12,757***
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
a.), b.) and c.) D
7. Nature of Indirect Beneficial Ownership (Instr. 4)
N/A
(Page 2 of 4)
Reminder: Report on a separate line for each class of securities
beneficially owned directly or indirectly.
Table II - Derivative Securities Acquired, Disposed of, or Beneficially
Owned (e.g. puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)
2. Conversion or Exercisable Price of Derivative Security
3. Transaction Date (Month/Day/Year)
4. Transaction Code (Instr. 8)
Code
V
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
(A)
(D)
6. Date Exercisable and Expiration Date (Month/Day/Year)
Date Exercisable
Expiration Date
7. Title and Amount of Underlying Securities (Instr. 3 and 4)
Title
Amount or Number of Shares
8. Price of Derivative Security (Inst. 5)
9. Number of Derivative Securities Beneficially Owned at End of Month
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership (Instr. 4)
Explanation of Responses:
* Represents shares of Common Stock issuable upon the conversion of
the shares of Hayes' 6% Cumulative Convertible Preferred acquired by
Westgate (as reported in a.) and b.)). The prior owner of those shares
of 6% Convertible Preferred Stock submitted conversion notices to acquire
these shares of Common Stock, but Hayes failed to deliver these shares.
** Represents 922 shares of Common Stock held outright, plus 5,970
shares issuable upon conversion of Hayes' 6% Convertible Preferred Stock,
for which Westgate previously submitted conversion notices to acquire
these shares of Common Stock, but Hayes failed to deliver these shares,
plus the 5,770 shares of Common Stock described in "*" above.
(Page 3 of 4)
*** With respect to 200 of these shares, Westgate (either directly
or via a prior owner of the shares) has exercised its option to put these
shares back to Hayes but Hayes has failed to redeem these shares. With
respect to 12,557 of these shares, Westgate (either directly or via a
prior owner of the shares) has exercised its revocable option to put
these shares back to Hayes but Hayes has failed to redeem these shares.
# Intentional misstatement or omissions of facts constitute Federal
Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
WESTGATE INTERNATIONAL, L.P.
By: Martley International, Inc., Attorney-in-fact
By: /s/ Paul E. Singer December 10, 1998
Paul E. Singer, President
# Signature of Reporting Person Date
(Page 4 of 4)
