UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.__9__)*
Insignia Systems, Incorporated
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
45765Y-10-5
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(CUSIP Number)
*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).
SEC 1745 (2/92) Page 1 of 7 pages
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CUSIP No. 45765Y-10-5 13G Page 2 of 7 pages
1 NAME OF REPORTING PERSON
S.S. OR IRS IDENTIFICATION NO. OF ABOVE PERSON
Perkins Capital Management, Inc.
IRS ID No.: 41-1501962
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) /_/
(b) /_/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
730 East Lake Street, Wayzata, MN 55391-1769
5 SOLE VOTING POWER
NUMBER OF 879,500
6 SHARED VOTING POWER
SHARES 0
BENEFICIALLY
OWNED BY 7 SOLE DISPOSITIVE POWER
2,580,100
EACH
REPORTING
PERSON 8 SHARED DISPOSITIVE POWER
0
WITH
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,580,100
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* /_/
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
23.0%
12 TYPE OF REPORTING PERSON*
IA
SEC 1745 (2/92) Page 2 of 7 pages
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CUSIP No. 45765Y-10-5 13G Page 3 of 7 pages
1. NAME OF REPORTING PERSON
S.S. OR I.R.S IDENTIFICATION NO. OF THE ABOVE PERSON
The Perkins Opportunity Fund
13-3682185
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
(a) /_/
(b) /_/
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
A Massachusetts Business Trust
NUMBER OF 5. SOLE VOTING POWER
0 (Refer to page two of seven, item five)
SHARES
6. SHARED VOTING POWER
BENEFICIALLY 0
OWNED BY EACH 7. SOLE DISPOSITIVE POWER
0 (Refer to page two of seven, item seven)
REPORTING
8. SHARED DISPOSITIVE POWER
PERSON WITH 0
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,000,000
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES *
/_/
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
14.6%
12. TYPE OF REPORTING PERSON *
IC
SEC 1745 (2/92) Page 3 of 7 pages
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CUSIP No. 45765Y-10-5 13G Page 4 of 7 pages
ITEM 1.
(a) Name of Issuer
Insignia Systems, Incorporated
(b) Address of Issuer's Principal Executive Offices
10801 Red Circle Drive, Minnetonka, MN 55343
ITEM 2.
(a) Name of Persons Filing
Perkins Capital Management, Inc., a Minnesota Corporation
The Perkins Opportunity Fund, a Massachusetts Business Trust
(b) Address of Principal Business Office or, if none, Residence
730 East Lake Street, Wayzata, MN 55391-1769
(c) Citizenship
A Minnesota Corporation
A Massachusetts Business Trust
(d) Title of Class of Securities
Common
(e) CUSIP Number
45765Y-10-5
ITEM 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b),
check whether the person filing is a:
(a) /_/ Broker or a Dealer registered under Section 15 of the Act
(b) /_/ Bank as defined in section 3(a)(6) of the Act
(c) /_/ Insurance Company as defined in section 3(a)(19) of the Act
(d) /X/ Investment Company registered under section 8 of the
Investment Company Act
(e) /X/ Investment Adviser registered under section 203 of the
Investment Advisers Act of 1940
(f) /_/ Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee Retirement Income Security Act of
1974 or Endowment Fund
(g) /_/ Parent Holding Company, in accordance with 240.13d-1(b)(ii)(G)
(Note: See Item 7)
SEC 1745 (2/92) Page 4 of 7 pages
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CUSIP No. 45765Y-10-5 13G Page 5 of 7 pages
(h) /_/ Group, in accordance with 240.13d-1(b)(1)(ii)(H)
ITEM 4. OWNERSHIP
(a) The amount beneficially owned is 2,580,100 shares of common stock.
This includes 1,870,100 shares and 210,000 warrants (exerciseable
within 60 days) owned by the clients of Perkins Capital Management,
Inc., and 500,000 common shares and 500,000 warrants (exerciseable
within 60 days) owned by the Perkins Opportunity Fund. Perkins
Capital Management, Inc. disclaims beneficial interest in the Perkins
Opportunity Fund shares.
(b) The percent of class is 37.6%. This includes a percentage of class
of 23.0% by clients of Perkins Capital Management, Inc. and 14.6% by
the Perkins Opportunity Fund.
(c) Number of shares as to which such person has:
(i) Perkins Capital Management, Inc. has the sole power to vote
879,500 common shares, including the 500,000 shares owned by
the Perkins Opportunity Fund.
(ii) There are zero shares with shared power to vote or to direct
the vote.
(iii) Perkins Capital Management, Inc. has sole power to dispose
of 2,580,100 common shares (this includes 1,000,000 common
equivalents owned by the Perkins Opportunity Fund).
(iv) There are zero shares with shared power to dispose or to
direct the disposition.
SEC 1745 (2/92) Page 5 of 7 pages
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CUSIP No. 45765Y-10-5 13G Page 6 of 7 pages
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 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
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired in the ordinary course of
business and were not acquired for the purpose of and do not have the
effect of changing or influencing the control of the issuer of such
securities and were not acquired in connection with or as a participant in
any transaction having such purposes or effect.
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.
January 30, 1998
By /s/ Bradley A. Erickson
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(Signature)
Bradley A. Erickson Vice President
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(Name/Title)
SEC 1745 (2/92) Page 6 of 7 pages
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CUSIP No. 45765Y-10-5 13G Page 7 of 7 pages
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(f)(1)
This agreement is made pursuant to Rule 13d-1(f)(1) under the Securities
Exchange Act of 1934 (the "ACT") by and among the parties listed below, each
referred to herein as a "Joint Filer". The Joint Filers agree that a
statement of beneficial ownership as required by Section 13(d) of the ACT and
the Rules thereunder may be filed on each of their behalf on Schedule 13D or
Schedule 13G as appropriate and that said joint filing may thereafter be
amended by further joint filings. The Joint Filers state that to the best of
their knowledge and belief they each satisfy the requirements for making a
joint filing under Rule 13d-1.
January 30, 1998
/s/ Bradley A. Erickson /s/ Steven J. Paggioli
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Perkins Capital Management, Inc. Perkins Opportunity Fund Series
Bradley A. Erickson Professionally Managed Portfolio
Steven J. Paggioli
