UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 5)
Vari-L Company, Inc.
(Name of Issuer)
Common Stock, $.01 par value)
(Title of Class of Securities)
922150 10 7
(CUSIP Number)
1) Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Joseph H. Kiser
2) Check the Appropriate Box if a Member of a Group*
Not Applicable
(a)
(b)
3) SEC USE ONLY
4) Citizenship or Place of Organization
U.S.
Number of Shares 5) Sole Voting Power 547,743
Beneficially Owned 6) Shared Voting Power 91,800
By Each Reporting 7) Sole Dispositive Power 547,743
Person With 8) Shared Dispositive
Power 91,800
9) Aggregate Amount Beneficially Owned by Each Reporting Person
639,543
10) Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable
11) Percent of Class Represented by Amount in Row (9)
8.9%
12) Type of Reporting Person
IN
AMENDMENT NO. 5 TO
SCHEDULE 13G FOR
JOSEPH H. KISER
Item 1(a) Name of Issuer: Vari-L Company, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
4895 Peoria Street, Denver, Colorado 80239
Item 2(a) Name of Person Filing: Joseph H. Kiser.
Item 2(b) Address of Principal Business Office or, if None,
Residence: The address of the principal business office of
Mr. Kiser is 4895 Peoria Street, Denver, Colorado 80239.
Item 2(c) Citizenship: Mr. Kiser is a United States Citizen.
Item 2(d) Title of Class of Securities: Common Stock, $.01 par
value.
Item 2(e) CUSIP Number: 922150-10-7
Item 3 If this statement is filed pursuant to Rules 13d-1(b), or
13d-2(b), check whether the person filing is a:
(a) [ ] Broker or Dealer registered under
Section 15 of the Securities Exchange Act of 1934
(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 of 1940.
(e) [ ] Investment Adviser registered under
Section 203 of the Investment Advisers Act of
1940.
(f) [ ] Employee Benefit Plan, Pension Fund
which is subject to the provisions of the
Employee Retirement Income Security Act of 1974
or Endowment Fund; see Rule 13d-1(b)(1)(ii)(F) of
the Act.
(g) [ ] Parent Holding Company, in accordance
with Rule 13d-1(b)(ii)(G) of the Act.
(h) [ ] Group, in accordance with Rule 13d-
1(b)(1)(ii)(H) of the Act.
Not applicable.
Item 4 Ownership.
(a) Amount Beneficially Owned: Mr. Kiser is the
beneficial owner of 639,543 shares of Common Stock as
of December 31, 1999. Includes 250,000 shares
issuable to Mr. Kiser upon the exercise of outstanding
stock options exercisable on December 31, 1999, or
within 60 days thereafter. Also includes 91,800
shares beneficially owned by Mr. Kiser by virtue of
his acting as co-trustee with his spouse, Nora L.
Kiser, pursuant to certain trust agreements and
106,063 shares beneficially owned by Mr. Kiser by
virtue of his acting as the sole or a co-trustee
pursuant to certain other trust agreements. Does not
include 200,000 unvested stock options subject to
vesting schedules, and 6,250 shares subject to
completion of performance goals.
(b) Percent of Class: Mr. Kiser's beneficially owned
shares and options (exercisable on December 31, 1999,
or within 60 days thereafter) represent 8.9% of the
shares of Common Stock outstanding (based on 6,954,483
shares of Common Stock outstanding on December 31,
1999.)
(c) Number of shares as to which Mr. Kiser has:
(i) sole power to vote or to direct
the vote: 547,743 shares.
(ii) shared power to vote or to direct the
vote: 91,800 shares.
(iii) sole power to dispose or to
direct the disposition of: 547,743 shares.
(iv) shared power to dispose or to
direct the disposition of: 91,800 shares.
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 Group.
Not applicable.
Item 10 Certification.
Not applicable.
Not filed pursuant to Rule 13d-1(b).
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 9, 2000 /s/ Joseph H. Kiser
Joseph H. Kiser