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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(AMENDMENT NO. 4)
Under the Securities Exchange Act of 1934
Jalate, Ltd.
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(Name of Issuer)
Common Stock, no par value
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(Title of Class of Securities)
470145 10 3
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(CUSIP NUMBER)
John D. Robertson
Hartzog Conger & Cason
1600 Bank of Oklahoma Plaza
201 Robert S. Kerr
Oklahoma City, Oklahoma 73102
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
December 24, 1998
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the following
box / /.
NOTE: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are
to be sent.
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CUSIP No. 470145 10 3
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(1) Names of Reporting Persons.
S.S. or I.R.S. Identification Nos. of Above Persons
William M. DeArman
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(2) Check the Appropriate Box if a Member of a Group* (a) / /
(b) /X/
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(3) SEC Use Only
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(4) Source of Funds*
PF
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(5) Check Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) / /
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(6) Citizenship or Place of Organization
United States
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(7) Sole Voting Power
1,437,493 (consisting of 1,187,493 shares and
Number of 250,000 warrants exercisable within 60 days)
Shares --------------------------------------------------
Beneficially (8) Shared Voting Power
Owned by Each 4,200
Reporting Person --------------------------------------------------
With (9) Sole Dispositive Power
1,437,493 (consisting of 1,187,493 shares and
250,000 warrants exercisable within 60 days)
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(10) Shared Dispositive Power
4,200
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(11) Aggregate Amount Beneficially Owned by Each Reporting Person
1,441,893 (consisting of 1,191,893 shares and 250,000
warrants exercisable within 60 days)*
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(12) Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares*
Excludes 17,500 shares held by or for the benefit of the reporting
person's children. /X/
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(13) Percent of Class Represented by Amount in Row (11)
27.9%
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(14) Type of Reporting Person*
IN
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*Includes 200 shares owned by an individual retirement account for the benefit
of Mr. DeArman's wife, Carol DeArman.
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The purpose of this Amendment No. 4 to the previously filed Schedule 13D is
to report that the ownership of William M. DeArman in the Common Stock, no par
value (the "Common Stock"), of Jalate, Ltd. (the "Issuer") has increased from
26.9% to 27.9%.
ITEM 1. SECURITY AND ISSUER
No change.
ITEM 2. IDENTITY AND BACKGROUND
No change.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
On December 24, 1998, Mr. DeArman purchased in an open market transaction
50,000 shares of Common Stock for $.25 per share. The $12,500 purchase
price came from the personal funds of Mr. DeArman.
ITEM 4. PURPOSE OF TRANSACTION
No change. Mr. DeArman notes, however, that, effective as of December 31,
1998, the Common Stock was delisted from the American Stock Exchange.
Public announcement of this delisting was made prior to Mr. DeArman's
purchase of the 50,000 shares of Common Stock described in Item 3 above.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) Mr. DeArman is the beneficial owner of an aggregate of 1,441,893
shares of Common Stock (consisting of 1,191,893 shares and 250,000
warrants) representing approximately 27.9% of the Common Stock. Of this
amount, 1,186,493 shares and 250,000 warrants were purchased by Mr.
DeArman, 4,000 shares were purchased by a trust of which Mr. DeArman is the
sole beneficiary, 200 shares were purchased by an individual retirement
account for the benefit of Mr. DeArman, 200 shares were purchased by an
individual retirement account for the benefit of Mr. DeArman's wife, Carol
DeArman, and 1,000 shares were purchased by Mr. DeArman as custodian for
the benefit of certain of Mr. DeArman's children.
This amount does not include 3,000 shares held individually by one of
Mr. DeArman's children or 14,500 shares held by trusts for the benefit of
certain of Mr. DeArman's children. Mr. DeArman disclaims beneficial
ownership of these 17,500 shares held by or for the benefit of his
children.
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(b) Mr. DeArman has the sole power to vote and to dispose of 1,187,493
shares of Common Stock of the Issuer and the sole power to dispose of the
250,000 warrants. Mr. DeArman shares the power to vote and dispose of
4,200 shares. Delaware Charter Guarantee & Trust Company, P.O. Box 8963,
Wilmington, Delaware 19899-8963, shares the power to vote and dispose of
the 4,000 shares held in trust for Mr. DeArman. Merrill Lynch Pierce
Fenner & Smith, 3100 Texas Commerce Tower, Houston, Texas 77002 shares the
power to vote and dispose of the 200 shares held by Mr. DeArman's
individual retirement account. Merrill Lynch Pierce Fenner & Smith, 3100
Texas Commerce Tower, Houston, Texas 77002 and Mr. DeArman's wife, Carol
DeArman, share the power to vote and dispose of the 200 shares held by Mrs.
DeArman's individual retirement account.
(c) On December 24, 1998, Mr. DeArman purchased in an open market
transaction 50,000 shares of Common Stock for $.25 per share.
(d) Not Applicable.
(e) Not Applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
No change.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
No change.
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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: January 4, 1999.
/s/ William M. DeArman
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William M. DeArman
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