SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULES 13d-1(b), (c) AND (d)
AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. __)
FAROUDJA, INC.
(Name of issuer)
Common Stock, par value $.001 per share
(Title of class of securities)
311643 10 0
(CUSIP number)
December 31, 1998
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
[ ] Rule 13d-1(b)
[ ] Rule 13d-(c)
[x] Rule 13d-1(d)
* 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).
CUSIP No. 311643 10 0 13G Page 2 of 5 Pages
1 NAME OF REPORTING PERSON
Kevin B. Kimberlin
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [X]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF 5 SOLE VOTING POWER 1,146,655
SHARES
BENEFICIALLY 6 SHARED VOTING POWER 0
OWNED BY
EACH 7 SOLE DISPOSITIVE POWER 1,146,655
REPORTING
PERSON 8 SHARED DISPOSITIVE POWER 0
WITH
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,146,655
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* [ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.5%
12 TYPE OF REPORTING PERSON*
IN
* SEE INSTRUCTIONS BEFORE FILLING OUT
Item 1. Name of Issuer
(a) Faroudja, Inc.
Address of Issuer's Principal Executive Offices:
(b) 750 Palomar Avenue
Sunnyvale, CA 94096
Item 2. Name of Person Filing:
(a) Kevin B. Kimberlin
Address of Principal Business Office or, if none,
Residence:
(b) c/o Spencer Trask Incorporated
535 Madison Avenue
New York, New York 10022
Citizenship
(c) United States
Title of Class of Securities
(d) Common Stock, par value $.001 per share
CUSIP Number
(e) 311643 10 0
Item 3. If this statement is filed pursuant to Rule 13d-1(b),
or 13d-2(b), check whether the person filing is a:
Not Applicable.
Item 4. Ownership
As of December 31, 1997, Mr. Kimberlin was the
beneficial owner of 1,358,897 shares of Common Stock,
representing 11.3% of the class. As of such date, Mr. Kimberlin
had the sole power to vote or direct the vote, and to dispose or
to direct the disposition of, 1,358,897 shares of Common Stock,
and did not share the power to vote or to direct the vote, or to
dispose or to direct the disposition of, any shares of Common
Stock.
Page 3 of 5 Pages
As of December 31, 1998, Mr. Kimberlin was the
beneficial owner of 1,146,655 shares of Common Stock,
representing 9.5% of the class. As of such date, Mr. Kimberlin
had the sole power to vote or direct the vote, and to dispose or
to direct the disposition of, 1,146,655 shares of Common Stock,
and did not share the power to vote or to direct the vote, or to
dispose or to direct the disposition of, any shares of Common
Stock.
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 the Group
Not Applicable.
Item 10. Certification
Not Applicable.
Page 4 of 5 Pages
SIGNATURES
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.
Date: February 16, 1999 /s/ Kevin B. Kimberlin
Kevin B. Kimberlin
