<PAGE #>
THIS PAPER DOCUMENT IS BEING SUBMITTED PURSUANT TO RULE 901(d) OF
REGULATION S-T
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b) AND (c) AND AMENDMENTS THERETO FILED
PURSUANT TO 13d-2(b)
(Amendment No. )
U.S. Vision, Inc.
___________________________________________________________________________
(Name of Issuer)
Common Stock, $.01 par value
___________________________________________________________________________
(Title of Class of Securities)
00090339M1
___________________________________________________________________________
(CUSIP Number)
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CUSIP No. 00090339M1 Page 2 of 5 Pages
1) Name of Reporting Person Stolberg Partners,
S.S. or I.R.S. Identification L.P.
No. of Above Person
2) Check the Appropriate Box (a) [ ]
if a Member of a Group (b) [ ]
3) SEC Use Only
4) Citizenship or Place Delaware
of Organization
Number of 5) Sole Voting 1,522,931 shares of
Shares Beneficially Power Common Stock, $.01
Owned by Each par value ("Common
Reporting Person Stock")
6) Shared Voting
Power -0-
7) Sole Disposi- 1,522,931 shares of
tive Power Common Stock
8) Shared Dis-
positive Power -0-
9) Aggregate Amount Beneficially 1,522,931 shares of
Owned by Each Reporting person Common Stock
10) Check if the Aggregate
Amount in Row (9)
Excludes Certain Shares
11) Percent of Class
Represented by 19.6%
Amount in Row (9)
12) Type of Reporting
Person PN
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CUSIP No. 00090339M1 Page 3 of 5 Pages
Schedule 13G
Item 1(a) - Name of Issuer: U.S. Vision, Inc.
Item 1(b) - Address of Issuer's Principal Executive Offices:
One Harmon Drive
Blackwood, NJ 08012
Item 2(a) - Name of Person Filing:
This statement is being filed by Stolberg Partners, L.P.
("Stolberg"). Stolberg is a Delaware limited partnership.
Its sole general partner is SGMS, L.P., a Delaware limited
partnership ("SGMS"). The sole general partner of SGMS is
Stolberg, Meehan & Scano, Inc., a Delaware corporation
("SMS"). The principals of SMS are E. Theodore Stolberg,
Matthew M. Meehan and Walter P. Scano.
Item 2(b) - Address of Principal Business Office or, if none, Residence:
767 Third Avenue
New York, NY 10017
Item 2(c) - Place of Organization: Delaware
Item 2(d) - Title of Class of Securities:
Common Stock, $.01 par value ("Common Stock")
Item 2(e) - CUSIP Number: 00090339M1
Item 3 - Statements Filed Pursuant to Rules 13d-1(b) or 13d-2(b):
Not applicable
Item 4 - Ownership.
(a) Amount Beneficially Owned:
1,522,931 shares of Common Stock
(b) Percent of Class:
19.6%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
1,522,931 shares
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CUSIP No. 00090339M1 Page 4 of 5 Pages
(ii) shared power to vote or to direct the vote: -0-
(iii) sole power to dispose or to direct the disposition
of: 1,522,931 shares
(iv) shared power to dispose or to direct the
disposition of: -0-
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
Company:
Not applicable
Item 8 - Identification and Classification of Member of the Group:
Not applicable
Item 9 - Notice of Dissolution of Group:
Not applicable
Item 10 - Certification: Not applicable
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CUSIP No. 00090339M1 Page 5 of 5 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.
STOLBERG PARTNERS, L.P.
By: SGMS, L.P., General Partner
By: Stolberg, Meehan & Scano,
Inc., General Partner
By /s/Matthew M. Meehan
__________________________________
Name: Matthew M. Meehan
Title: General Partner
Date: January 20, 1998
