<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
INFORMATION STATEMENT PURSUANT TO
RULES 13d-1 AND 13d-2
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
ANESTA CORP.
-----------------------------------------
(Name of Issuer)
COMMON STOCK
-----------------------------------------
(Title of Class of Securities)
034603 10 0
-----------------------------------------
(CUSIP Number)
*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).
(Continued on following page(s))
Page 1 of 7 Pages
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CUSIP NO. 034603 10 0 13G PAGE 2 OF 7 PAGES
1 NAME OF REPORTING PERSON Theodore H. Stanley
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Theodore H. Stanley
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A.
5 SOLE VOTING POWER 281,956 (includes 20,416 shares
issuable upon exercise of options exercisable within
60 days of December 31, 1996).
NUMBER OF 6 SHARED VOTING POWER 353,841 (includes 220,876 shares
SHARES held by his spouse, 24,900 shares held jointly with
BENEFICIALLY Reporting Person's mother and 108,065 shares held by
OWNED BY Stanley Research Foundation)
EACH
REPORTING 7 SOLE DISPOSITIVE POWER 281,956 (includes 20,416 shares
PERSON issuable upon exercise of options exercisable within
WITH 60 days of December 31, 1996).
8 SHARED DISPOSITIVE POWER 353,841 (includes 220,876
shares held by his spouse, 24,900 shares held jointly
with Reporting Person's mother and 108,065 shares held
by Stanley Research Foundation)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
635,797
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES *
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.7%
12 TYPE OF REPORTING PERSON* IN
*SEE INSTRUCTION BEFORE FILLING OUT!
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CUSIP NO. 03460310 0 13G PAGE 3 OF 7 PAGES
1 NAME OF REPORTING PERSON
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Stanley Research Foundation
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION Utah
5 SOLE VOTING POWER 0
NUMBER OF 6 SHARED VOTING POWER 108,065
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING 7 SOLE DISPOSITIVE POWER 0
PERSON
WITH
8 SHARED DISPOSITIVE POWER 108,065
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
108,065
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES *
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
--
12 TYPE OF REPORTING PERSON* 00
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE> 4
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 10549
---------------------------------
SCHEDULE 13G UNDER THE SECURITIES
EXCHANGE ACT OF 1934
---------------------------------
Item 1. (a). Name of Issuer: Anesta Corp.
(b). Address of Issuer's Principal Executive Offices:
4745 Wiley Post Way, Plaza 6, Suite 650
Salt Lake City, Utah 84116
Item 2. (a). Name of Person Filing: Theodore H. Stanley
(b). Address of Principal Business Office:
c/o Anesta Corp.
4745 Wiley Post Way, Plaza 6, Suite 650
Salt Lake City, Utah 84116
Page 4 of 7 Pages
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Item 2. (c). Citizenship: U.S.A.
(d). Title of Class of Securities: Common Stock
(e). CUSIP Number: 034603 10 0
Item 3. This statement is filed pursuant to Rules 13d-1(b), or
13d-2(b). Check whether the person filing is:
Not applicable
Item 4. Ownership.
(a). Amount Beneficially Owned: 635,797
(b). Percent of Class: 6.7%
(c). Number of Shares as to which such person has:
(i) sole power to vote or to direct the vote 281,956
(includes 20,416 shares issuable upon exercise
of options exercisable within 60 days of
December 31, 1996).
(ii) shared power to vote or to direct the vote 353,841
(includes 220,876 shares held by his spouse,
24,900 shares held jointly with Reporting Person's
mother and 108,065 shares held by Stanley Research
Foundation)
(iii) sole power to dispose or to direct the
disposition of 281,956 (includes 20,416 shares
issuable upon exercise of options exercisable
within 60 days of December 31, 1996).
(iv) shared power to dispose or to direct the
disposition of 353,841 (includes 220,876 shares
held by his spouse, 24,900 shares held jointly
with Reporting Person's mother and 108,065 shares
held by Stanley Research Foundation)
Page 5 of 7 Pages
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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 Subsidiaries 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.
Page 6 of 7 Pages
<PAGE> 7
Item 9. Notice of Dissolution of Group:
Not applicable.
Item 10. Certification:
Not applicable.
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.
By: /s/ Theodore H. Stanley
------------------------
Theodore H. Stanley
Dated: February 12, 1997
Page 7 of 7 Pages
