SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 4 )
Meadowbrook Rehabilitation Group, Inc.
(Name of Issuer)
Class A Common Stock
(Title of Class of Securities)
583200 20 9
(CUSIP Number)
Check the following box if a fee is being paid with statement. [ ]
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 1 of 6 Pages
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CUSIP No. 583200 20 9 13G Page 2 of 2 Pages
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1. Names of Reporting Persons Harvey Wm. Glasser
S.S. or I.R.S. Identification
Nos. of Above Persons ###-##-####
- --------------------------------------------------------------------------------
2. Check the Appropriate Box if a Member of a Group
(a) [ ]
(b) [ ]
- --------------------------------------------------------------------------------
3. SEC Use Only
- --------------------------------------------------------------------------------
4. Citizenship or Place
or Organization United States of America
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Number of 5.Sole Voting Power 799,261
Shares
--------------------------------------------------------
Beneficially 6.Shared Voting Power 0
Owned by
--------------------------------------------------------
Each 7.Sole Dispositive Power 799,261
Reporting
--------------------------------------------------------
Person 8.Shared Dispositive Power 0
With
- --------------------------------------------------------------------------------
9. Aggregate Amount Beneficially Owned
by Each Reporting Person 799,261
- --------------------------------------------------------------------------------
10. Check if the Aggregate Amount
in Row 9 Excludes Certain Shares [ ]
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11. Percent of Class Represented by Amount in Row 9 41%
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12. Type of Reporting Person IN
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CUSIP No. 583200 20 9 13G Page 3 of 3 Pages
Item 1(a) Name of Issuer:
Meadowbrook Rehabilitation Group, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
2000 Powell Street, Suite 1203
Emeryville, California 94608
Item 2(a) Name of Person Filing:
Harvey Wm. Glasser
Item 2(b) Address of Principal Business Office or, if None, Residence:
2000 Powell Street, Suite 1203
Emeryville, California 94608
Item 2(c) Citizenship:
United States of America
Item 2(d) Title of Class of Securities:
Class A Common Stock
Item 2(e) CUSIP Number:
583200 20 9
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 Dealer registered under section 14 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) [ ] Investment Company registered under section 8 of the
Investment Company Act
(e) [ ] Investment Adviser registered under section 203 of the
Investment Advisers Act of 1940
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CUSIP No. 583200 20 9 13G Page 4 of 4 Pages
(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 section
240.13d-1(b)(ii)(G)
(h) [ ] Group, in accordance with section 240.13d-1(b)(1)(ii)(H)
Item 4. Ownership.
(a) Amount Beneficially Owned:
799,261
(b) Percent of Class:
41%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
799,261
(ii) shared power to vote or to direct the vote:
0
(iii) sole power to dispose or to direct the disposition of:
799,261
(iv) shared power to dispose or to direct the disposition of:
0
Note: Meadowbrook Rehabilitation Group, Inc. has outstanding 773,000
shares of Class B Common Stock. Such shares are convertible on a one-for-one
basis into shares of Class A Common Stock, a security registered under Section
12 of the Securities Exchange Act of 1934. In general, holders of the Class A
Common Stock are entitled to one vote per share and holders of the Class B
Common Stock are entitled to ten votes per share. As of the date of this report,
the Reporting Person beneficially owns 26,261 shares of Class A Common Stock and
773,000 shares of Class B Common Stock. The number of shares beneficially owned
by the reporting person reflects a one for three reverse split for Class A and
Class B Common Stock effected on April 2, 1996.
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CUSIP No. 583200 20 9 13G Page 5 of 5 Pages
Item 5 Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check
the following. [ ]
Item 6 Ownership of More than Five Percent on Behalf of Another Person.
Inapplicable
Item 7 Identification and Classification of the Subsidiary which Acquired the
Security Being Reported on by the Parent Holding Company.
Inapplicable
Item 8 Identification and Classification of Members of the Group.
Inapplicable
Item 9 Notice of Dissolution of Group.
Inapplicable
Item 10 Certification.
Inapplicable
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CUSIP No. 583200 20 9 13G Page 6 of 6 Pages
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.
Dated: February 13, 1998.
/s/ Harvey Wm. Glasser, M.D.
