OMB Number 3235-0287
Expires: September 30, 1998
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 4
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
/ / Check this box if no longer subject to Section 16.
Form 4 or Form 5 obligations may continue. See
Instruction 1(b).
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 (If the form is filed
by more than one reporting person, see Instruction 4(b)(v).)
Jacquet Richard J.
(Last) (First) (Middle)
500 Broadway, M/S 1203
(Street)
Redwood City, CA 94063-3199
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Ampex Corporation (AXC)
3. IRS or Social Security Number of Reporting Person
(Voluntary)
4. Statement for
(Month/Year)
11/98
5. If Amendment, Date of Original
(Month/Year)
786046.1
<PAGE>
6. Relationship of Reporting Persons to Issuer
(Check all applicable)
_____ Director ______ 10% Owner
X Officer (give title below) ______ Other (specify
below)
Vice President
7. Individual or Joint/Group filing (Check Applicable Line)
X Form filed by One Reporting Person
_______ Form filed by More than One Reporting Person
786046.1
<PAGE>
<TABLE>
<CAPTION>
TABLE I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
<S> <C> <C> <C>
1. Title of 2. Trans 3. Trans 4. Securities Acquired (A)
Security action action or Disposed of (D)
(Instr.3) Date Code (Instr.3, 4 and 5)
(Month (Instr.8)
/Date/
Year)
----------------------------------------------
Code V Amount (A) or Price
(D)
- --------------------------- ------------------ ----------- ------------- ---------------- ------------- --------------
- --------------------------- ------------------ ----------- ------------- ---------------- ------------- --------------
- --------------------------- ------------------ ----------- ------------- ---------------- ------------- --------------
1. Title of 5. Amount of 6. Ownership 7. Nature of
Security Securities Form: Indirect
(Instr.3) Benefici- Direct (D) Beneficial
ally Owned or Ownership
at End of Indirect
Month (I) (Instr. 4)
(Inst. 3 (Instr. 4)
and 4)
- ---------------------------- ----------------------- ------------------------ -------------------------
- ---------------------------- ----------------------- ------------------------ -------------------------
- ---------------------------- ----------------------- ------------------------ -------------------------
SEC 1474 (7-96) Page 3
</TABLE>
786046.1
<PAGE>
<TABLE>
<CAPTION>
TABLE II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
<S> <C> <C> <C> <C>
1. Title of 2 Conver 3. Trans 4. Transaction
Derivative sion or action Code
Security Exercise Date
(Instr.3) Price of (Instr. 8)
Deri (Month/
vative Day/
Security Year)
Code V
Option to $2.375 11/6/98 D V
acquire (Note
1)
Option to $2.375 11/6/98 D V
acquire (Note
3)
Option to $3.625 11/6/98 D V
acquire (Note
4)
Option to $3.125 11/6/98 D V
acquire (Note
5)
Option to $3.125 11/6/98 D V
acquire (Note
6)
Option to $3.125 11/6/98 D V
acquire (Note
7)
Option to $1.0625 11/6/98 A V
acquire (Note
8)
Option to $1.0625 11/6/98 A V
acquire (Note
9)
- ------------------------- -------------------- ------------------- -------------- --------------
</TABLE>
1. Title of 5. Number of Deriv 6. Date Exercisable and
Derivative ative Securities Expiration Date
Security Acquired (A) or (Month/Day/Year)
(Instr.3) Disposed of (D)
(Instr. 3, 4,
and 5)
(A) (D) Date Exer Expiration
cisable Date
Option to 18,000 Note 1 Note 1
acquire (Note
1)
Option to 6,500 Note 3 Note 3
acquire (Note
3)
Option to 12,000 Note 4 Note 4
acquire (Note
4)
Option to 10,000 Note 5 Note 5
acquire (Note
5)
Option to 12,500 Note 6 Note 6
acquire (Note
6)
Option to 7,500 Note 7 Note 7
acquire (Note
7)
Option to 36,500 Note 8 Note 7
acquire (Note
8)
Option to 30,000 Note 9 Note 9
acquire (Note
9)
- ------------------------- ----------- ------------------- -------------- ---
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<PAGE>
<TABLE>
<CAPTION>
1. Title of 7. Title and Amount of 8. Price of 9. Number of 10.Ownership 11. Nature of
Derivative Underlying Security Derivative Derivative Form of Deri Indirect Bene
Security Security Securities vative Sec ficial Owner
(Instr.3) (Instr.3 and 4) Beneficially urity: Direct ship (Instr.
(Instr. 5) Owned at End (D) or 4)
of Month Indirect (I)
(Instr. 4)
Instr. 4)
Title Amount or
Number of
Shares
<S> <C> <C> <C> <C> <C> <C>
Option to Class A 18,000 $0 Note 2 D
acquire (Note Common
1) Stock
Option to Class A 6,500 $0 Note 2 D
acquire (Note Common
3) Stock
Option to Class A 12,000 $0 Note 2 D
acquire (Note Common
4) Stock
Option to Class A 10,000 $0 Note 2 D
acquire (Note Common
5) Stock
Option to Class A 12,500 $0 Note 2 D
acquire (Note Common
6) Stock
Option to Class A 7,500 $0 Note 2 D
acquire (Note Common
7) Stock
Option to Class A 36,500 $0 Note 2 D
acquire (Note Common
8) Stock
Option to Class A 30,000 $0 Note 2 D
acquire (Note Common
9) Stock
- --------------------- ----------------------- --------------------------------------------- ---------------- ----------------
</TABLE>
SEC 1474 (7-96) Page 5
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<PAGE>
Explanation of Responses:
Note 1: Cancellation of non-qualified stock option originally granted at an
exercise price of $6.00 on July 16, 1992 pursuant to Rule 16b-3 under the Ampex
Corporation Stock Incentive Plan (the "Plan"). The option became fully
exercisable on July 16, 1996, and would have expired on July 16, 2002. The
option was repriced on April 25, 1994 at the exercise price of $2.375.
Note 2: The column 9 total does not include other options outstanding under the
Plan, because their exercise prices and exercise periods are different.
Note 3: Cancellation of non-qualified stock option originally granted at an
exercise price of $4.75 on June 18, 1993 pursuant to Rule 16b-3 under the Plan.
This option became fully exercisable on July 1, 1994, and would have expired on
June 18, 2003. This option was repriced on April 25, 1994 at the exercise price
of $2.375.
Note 4: Cancellation of non-qualified stock option originally granted on
November 3, 1995 pursuant to Rule 16b-3 under the Plan. This option became fully
exercisable on November 3, 1998, and would have expired on November 3, 2005.
Note 5: Cancellation of non-qualified stock option originally granted on October
28, 1997 pursuant to Rule 16b-3 under the Plan. This option became exercisable
as to 34% of the underlying shares on October 28, 1998 and would have become
exercisable as to the balance at the rate of 8.25% quarterly thereafter until
October 28, 2000, and would have expired as to equivalent percentages of
underlying shares 15 moths after the applicable vesting dates for such shares.
Note 6: Cancellation of non-qualified stock option originally granted on October
28, 1997 pursuant to Rule 16b-3 under the Plan. This option would have become
fully exercisable on October 28, 2002, subject to accelerated vesting, and would
have expired 15 months after the applicable vesting date for such shares.
Note 7: Cancellation of non-qualified stock option originally granted on October
28, 1997 pursuant to Rule 16b-3 under the Plan. This option became exercisable
as to 34% of the underlying shares on October 28, 1998, and would have become
exercisable as to the balance at the rate of 8.25% quarterly thereafter until
October 28, 2000, and would have expired as to equivalent percentages of
underlying shares 15 months after the applicable vesting dates for such shares.
Note 8: Non-qualified stock option grant pursuant to Rule 16b-3 under the Plan.
The option becomes exercisable as to 34% on May 6, 1999, and as to an additional
11% quarterly thereafter until November 6, 2000. The option expires ten years
after the grant date.
Note 9: Non-qualified stock option grant pursuant to Rule 16b-3 under the Plan.
The option becomes exercisable as to 34% of the underlying shares on May 6,
1999, and as to an additional 11% quarterly thereafter until November 6, 2000.
The option expires as to equivalent percentages of underlying shares 15 months
after the applicable vesting date for such shares.
**Intentional misstatements or omissions of facts constitute Federal Criminal
Violations.
See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
/s/Richard J. Jacquet 12/9/98
- ----------------------------------------- --------------------
**Signature of Reporting Person Date
RICHARD J. JACQUET
Note: File three copies of this Form, one of which must be manually signed.
If space is insufficient, see instruction 6 for procedure.
Potential persons who are to respond to the collection of information contained
in this form are not required to respond unless the form displays a currently
valid OMB Number.
SEC 1474 (7-96) Page 6
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