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).)
McKibben, Craig L.
(Last) (First) (Middle)
135 East 57th Street
(Street)
New York, NY 10022
(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)
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<PAGE>
6. Relationship of Reporting Persons to Issuer
(Check all applicable)
X Director ______ 10% Owner
X Officer (give title below) ______ Other (specify
below)
Vice President, Treasurer
7. Individual or Joint/Group filing (Check Applicable Line)
X Form filed by One Reporting Person
_______ Form filed by More than One Reporting Person
786047.1
<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)
- ---------------------------- ----------------------- ------------------------ -------------------------
- ---------------------------- ----------------------- ------------------------ -------------------------
- ---------------------------- ----------------------- ------------------------ -------------------------
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</TABLE>
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<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 $2.375 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>
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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 46,000 Note 1 Note 1
acquire (Note
1)
Option to 18,000 Note 3 Note 3
acquire (Note
3)
Option to 40,000 Note 4 Note 4
acquire (Note
4)
Option to 15,000 Note 5 Note 5
acquire (Note
5)
Option to 25,000 Note 6 Note 6
acquire (Note
6)
Option to 25,000 Note 7 Note 7
acquire (Note
7)
Option to 104,000 Note 8 Note 8
acquire (Note
8)
Option to 65,000 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 46,000 $0 Note 2 D
acquire (Note Common
1) Stock
Option to Class A 18,000 $0 Note 2 D
acquire (Note Common
3) Stock
Option to Class A 40,000 $0 Note 2 D
acquire (Note Common
4) Stock
Option to Class A 15,000 $0 Note 2 D
acquire (Note Common
5) Stock
Option to Class A 25,000 $0 Note 2 D
acquire (Note Common
6) Stock
Option to Class A 25,000 $0 Note 2 D
acquire (Note Common
7) Stock
Option to Class A 104,000 $0 Note 2 D
acquire (Note Common
8) Stock
Option to Class A 65,000 $0 Note 2 D
acquire (Note Common
9) Stock
- --------------------- ----------------------- --------------------------------------------- ---------------- ----------------
</TABLE>
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<PAGE>
Explanation of Responses:
Note 1: Cancellation of non-qualified stock option originally granted on April
14, 1994 pursuant to Rule 16b-3 under the Ampex Corporation Stock Incentive Plan
(the "Plan"). This option was fully exercisable on July 1, 1994, and would have
expired on April 14, 2004.
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 at an
exercise price of $6.00 on July 16, 1992 pursuant to Rule 16b-3 under the Plan.
This option became fully exercisable of July 16, 1996 and would have expired on
July 16, 2002. this option was repriced on April 25, 1994 at the exercise price
of $2.375.
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 months 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 dates 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 would have become
fully exercisable on October 28, 2002, subject to accelerated vesting, and would
have expired 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 on November
6, 2008.
Note 9: 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 as to
equivalent percentages of underlying shares 15 months after 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/Craig L. McKibben 12/9/9/98
- ----------------------------------------- --------------------
**Signature of Reporting Person Date
CRAIG L. McKIBBEN
Note: File three copies of this Form, one of which must be manually signed.
If space provided 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.
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