SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 4)*
NATIONAL VISION ASSOCIATES, LTD.
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(Name of Issuer)
COMMON STOCK $0.01 PAR VALUE PER SHARE
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(Title of Class of Securities)
638459107
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(CUSIP Number)
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*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>
CUSIP No. 638459107
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1. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Edward G. Weiner S.S.N.: ###-##-####
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
N/A
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5. SOLE VOTING POWER
1,748,500
6. SHARED VOTING POWER
NA
7. SOLE DISPOSITIVE POWER
1,748,500
8. SHARED DISPOSITIVE POWER
NA
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,748,500
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
N/A
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.44%
12. TYPE OF REPORTING PERSON*
IN
___________________________
<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13-G
Information Statement Pursuant to Rules 13d-1 and 13d-2
(Amendment No. 4)
Item 1 (a) NAME OF ISSUER:
National Vision Associates, Ltd. ("NVA")
Item 1 (b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
296 Grayson Highway
Lawrenceville, Georgia 30245
Item 2 (a) NAME OF PERSON FILING:
Edward G. Weiner
Item 2 (b) ADDRESS OF PRINCIPAL BUSINESS OFFICE:
500 S.E. Mizner Boulevard, Unit 808, Boca Raton, Florida 33432
Item 2 (c) CITIZENSHIP:
United States of America
Item 2 (d) TITLE OF CLASS OF SECURITIES:
Common Stock $0.01 Par Value Per Share
Item 2 (e) CUSIP NUMBER:
638459107
Item 3 STATEMENTS FILED PURSUANT TO RULES 13d-1(b) OR
13d-2(b):
Not Applicable
Item 4
(a) The Reporting Person beneficially owns 1,748,500 shares.
(b) The Reporting Person beneficially owns shares which
represents 8.44% of NVA Common Stock.
(c) Number of shares as to which such Reporting person has:
(i) 1,748,500 shares subject to the Reporting
Person's sole power to vote;
(ii) No shares subject to shared power to vote or to
direct a vote;
(iii) 1,748,500 shares subject to the Reporting
Person's sole dispositive power; and
(iv) No shares subject to shared power to dispose or
to direct the disposition.
Item 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
Not Applicable
Item 6 OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF
ANOTHER PERSON:
Not Applicable
Item 7 IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY
WHICH ACQUIRES 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>
SIGNATURE
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.
/s/ Edward G. Weiner
Edward G. Weiner
Dated: February 13, 1998
