SPECTRX INC
SC 13G, 1998-02-12
ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS
Previous: DEFINED ASSET FUNDS MUNICIPAL INVT TR FD INTERM TERM SER 261, 485BPOS, 1998-02-12
Next: SPECTRX INC, SC 13G, 1998-02-12



<PAGE>   1
                                        ----------------------------------------
                                                      OMB APPROVAL
                                        ----------------------------------------
                                        OMB Number:                    1235-0145
                                        Expires:               December 31, 1997
                                        Estimated average burden
                                        hours per response.................14.90
                                        ----------------------------------------
                                        

                                 UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549
                                       

                                 SCHEDULE 13G
                                       
                                       
                                       
                   UNDER THE SECURITIES EXCHANGE ACT OF 1934
                            (Amendment No.      )
                                            
                                       
                                       
                                 SPECTRX, INC.
                   -----------------------------------------
                               (Name of Issuer)
                                       
                                       
                                       
                                       
                                  Common Stock
                   -----------------------------------------
                        (Title of Class of Securities)
                                       
                                       
                                       
                                       
                                   847635109
                   -----------------------------------------
                                (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).



SEC 1745 (2-95)


                               Page 1 of 5 Pages
<PAGE>   2

CUSIP NO. 847635109                    13G            PAGE   2   OF   5   PAGES
         ---------------------                              -----    -----      

  (1)     NAMES OF REPORTING PERSON                 
          S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON                

          Mark A. Samuels - 244.06.7768
          ---------------------------------------------------------------------

  (2)     CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*         (a)   [   ]
                                                                    (b)   [   ]

          --------------------------------------------------------------------- 

  (3)     SEC USE ONLY

          ---------------------------------------------------------------------

  (4)     CITIZENSHIP OR PLACE OF ORGANIZATION                      

          United States
          ---------------------------------------------------------------------

                       (5)     SOLE VOTING POWER                    
  NUMBER OF                    405,371
   SHARES              --------------------------------------------------------
 BENEFICIALLY          (6)     SHARED VOTING POWER                  
  OWNED BY                     0
    EACH               --------------------------------------------------------
  REPORTING            (7)     SOLE DISPOSITIVE POWER               
 PERSON WITH                   405,371
                       --------------------------------------------------------
                       (8)     SHARED DISPOSITIVE POWER             
                               0
                       --------------------------------------------------------

  (9)     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON         

          405,371
          ---------------------------------------------------------------------

 (10)     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
          SHARES*                                                         [   ]

          ---------------------------------------------------------------------

 (11)     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9           

          5.2%
          ---------------------------------------------------------------------

 (12)     TYPE OF REPORTING PERSON*

          IN
          ---------------------------------------------------------------------
                    *SEE INSTRUCTIONS BEFORE FILLING OUT



<PAGE>   3




  CUSIP No. No. 847635109                                      Page 3 of 5 Pages

ITEM 1.
        (a)     Name of Issuer: SpectRx, Inc.

        (b)     Address of Issuer's Principal Executive Offices:
                        6025A Unity Drive
                        Norcross, GA 30071 

ITEM 2.
        (a)     Name of Person Filing: Mark A. Samuels
        
        (b)     Address of Principal Business Office or, if none, Residence
                        SpectRx, Inc.
                        6025A Unity Drive
                        Norcross, GA 30071

        (c)     Citizenship  United States

        (d)     Title of Class of Securities:  Common Stock

        (e)     CUSIP Number: 847635109

ITEM 3.         IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b), OR 
                13d-2(b), CHECK WHETHER THE PERSON IS A:

        (a) [ ] Broker or Dealer registered under Section 15 of the Act

        (b) [ ] Bank as defined in section 3(a)(96) 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

        (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 Section 240.13d-1(b)(1)(ii)(F)

        (g) [ ] Parent Holding Company, in accordance with Section
                240.13d-1(b)(ii)(G)(Note: See Item 7)

        (h) [ ] Group, in accordance with Section 240.13d-1(b)(ii)(H)



<PAGE>   4
CUSIP No. 847635109                                           Page 4 of 5 Pages

ITEM 4.   OWNERSHIP

          (a)  Amount Beneficially Owned: 405,371

          (b)  Percent of Class: 5.2%

          (c)  Number of shares as to which such person has 405,371*

                    (i)  sole power to vote or to direct the vote: 405,371
                   (ii)  shared power to vote or to direct the vote: 0
                  (iii)  sole power to dispose or direct the disposition of:
                         405,371
                   (iv)  shared power to dispose or direct the disposition of: 0

*consists of (i) 320,386 shares held by Mark A. Samuels (ii) 84,985 Options
exercisable as of 60 days from December 31, 1997.

ITEM 5.   OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS

     If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following [ ]

ITEM 6.   OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
          INAPPLICABLE

ITEM 7.   IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
          THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
          INAPPLICABLE

ITEM 8.   IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
          INAPPLICABLE

ITEM 9.   NOTICE OF DISSOLUTION OF GROUP
          INAPPLICABLE



<PAGE>   5

CUSIP No. 847635109 
                                                               Page 5 of 5 Pages

Item 10.

          By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the ordinary course of
business and were not acquired for the purpose of and do not have the effect of
changing or influencing the control of the issuer of such securities and were
not acquired in connection with or as a participant in any transaction having
such purposes or effect.

                                   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 12, 1998


                                        --------------------------------------
                                                         Date
                                        
                                        \\  Kelly Ames Morehead
                                        --------------------------------------
                                                      Signature

                                        by: Kelly Ames Morehead
                                            Attorney-in-fact for Mark A. Samuels

                                        --------------------------------------
                                                      Name/Title 


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission