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).)
Talcott, Joel D.
(Last) (First) (Middle)
500 Broadway, M/S 1101
(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)
1/99
5. If Amendment, Date of Original
(Month/Year)
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6. Relationship of Reporting Persons to Issuer
(Check all applicable)
Director 10% Owner
-------- --------
X Officer (give title below) Other (specify
-------- -------- below)
Vice President, General Counsel & Secretary
7. Individual or Joint/Group filing (Check Applicable Line)
X Form filed by One Reporting Person
--------
Form filed by More than One Reporting Person
--------
786050.1
<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)
</TABLE>
5. Amount of 6. Ownership 7. Nature of
Securities Form: Indirect
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 II - Derivative Securities Acquired, Disposed
of, or Beneficially Owned (e.g., puts, calls,
warrants, options, convertible securities)
<TABLE>
<CAPTION>
1. Title of 2. Conver 3. Trans 4. Transaction 5. Number of Deriva-
Derivative sion or action Code tive Securities
Security Exercise Date Acquired (A) or
(Instr.3) Price of (Instr. 8) Disposed of (D)
Deri (Month/
vative Day/ (Instr. 3, 4,
Security Year) and 5)
Code V (A) (D)
<S> <C> <C> <C> <C> <C>
Option to $2.125 1/21/99 A V 20,000
acquire (Note
1)
</TABLE>
1. Title of 6. Date Exercisable
Derivative and Expiration
Security Date
(Instr.3) (Month/Day/Year)
Date Exer- Expiration
cisable Date
Option to
acquire (Note Note 1 Note 1
1)
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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-
(Instr.3) (Instr.3 and 4) Security Securities vative Sec- ficial Owner-
------------------- (Instr. 5) Benficially urity: Direct ship (Instr.
Owned at En (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 20,000 $0 Note 2 D
acquire (Note Common
1) Stock
</TABLE>
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<PAGE>
Explanation of Responses:
Note 1: Non-qualified stock option grant pursuant to Rule 16b-3 under the Ampex
Corporation Stock Incentive Plan (the "Plan"). The option becomes exercisable as
to 34% of the underlying shares on January 21, 2000, and as to an additional
8.25% quarterly thereafter until January 21, 2002. The option expires as to
equivalent percentages of underlying shares 15 months after the applicable
vesting date for such shares.
Note 2: The column 9 total does not include other options outstanding under the
Plan, because their exercise prices and exercise periods are different.
**Intentional misstatements or omissions of facts constitute Federal Criminal
Violations. /s/Joel D. Talcott 2/5/99
------------------------------- ------------
**Signature of Reporting Person Date
JOEL D. TALCOTT
See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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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786050.1
