MENDOCINO BREWING CO INC
SC 13G, 1997-02-06
MALT BEVERAGES
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                                  Schedule 13G

                             CUSIP No.: 586579 10 4

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13G

                    Under the Securities Exchange Act of 1934
                               (Amendment No. 1)*

                         MENDOCINO BREWING COMPANY, INC.
               --------------------------------------------------
                                (Name of Issuer)

                                  COMMON STOCK
               --------------------------------------------------
                         (Title of Class of Securities)

                                   586579 10 4
               --------------------------------------------------
                                 (CUSIP Number)

Check the following box if a fee is being paid with this  statement / / . (A fee
is not required only if the filing person:  (1) has a previous statement on file
reporting  beneficial  ownership  of more  than  five  percent  of the  class of
securities  described  in item 1;  and (2) has  filed  no  amendment  subsequent
thereto reporting  beneficial  ownership of five percent or less of such class.)
(See Rule 13d-7).

*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 Notes).


                                      -1-
<PAGE>

                                  Schedule 13G

                             CUSIP No.: 586579 10 4

1        NAME OF REPORTING PERSON
         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

         Norman H. Franks                Social Security #:

2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

                                                        (a)      / /
                                                        (b)      / /

3        SEC USE ONLY

4        CITIZENSHIP OR PLACE OF ORGANIZATION

         U.S.A.

NUMBER OF SHARES        5       SOLE VOTING POWER                244,512
                        ------------------------------------------------
     BENEFICIALLY       6       SHARED VOTING POWER                    0
                        ------------------------------------------------
     OWNED BY
     EACH REPORTING     7       SOLE DISPOSITIVE POWER           244,512
                        ------------------------------------------------
     PERSON WITH        8       SHARED DISPOSITIVE POWER               0
                        ------------------------------------------------



9        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

         244,512

10       CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
         SHARES /X/ (See Instructions)

11       PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

         10.5%

12       TYPE OF REPORTING PERSON (See Instructions)

         IN


                                      -2-
<PAGE>

                                  Schedule 13G

                             CUSIP No.: 586579 10 4


ITEM 1.  (a)    Name of Issuer:  Mendocino Brewing Company, Inc.

         (b)    Address of Issuer's Principal Executive Office:

                PO Box 400
                13551 Hwy. S. 101
                Hopland, CA  95449

ITEM 2.  (a)    Name of Person Filing:  Norman H. Franks

         (b)    Address of Principal Business Office, or, if None, Residence

                PO Box 400
                13551 Hwy. S. 101
                Hopland, CA  95449

         (c)    Citizenship: U.S.A.

         (d)    Title of Class of Securities:  Common Stock, no par value

         (e)    CUSIP No.: 586579 10 4

ITEM 3.  Not applicable.

ITEM 4.  OWNERSHIP

         (a)    Amount Beneficially Owned:  244,512 shares

         (b)    Percent of Class:  10.5%

         (c)    Number of shares as to which such person has :

                (i)   sole power to vote or direct the vote of:          244,512
                (ii)  shared power to vote or direct the vote of:              0
                (iii) sole power to dispose or to direct the
                      disposition of:                                    244,512
                (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

                                    -3-
<PAGE>

                                  Schedule 13G

                             CUSIP No.: 586579 10 4


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 A 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.

February 3, 1997

                                                  /s/ Norman H. Franks
                                              ----------------------------------
                                                      Norman H. Franks



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