FEATHERLITE INC
SC 13G/A, 1999-01-29
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13G

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


                                Featherlite, Inc.
                                (Name of Issuer)

                                  Common Stock
                         (Title of Class of Securities)

                                   313054 10 8
                                 (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 on 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>


                                  SCHEDULE 13G
CUSIP No.     313054 10 8                                Page 2 of 4 Pages

1             NAMES OF REPORTING PERSONS/
              I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
              Eric P. Clement

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.

 NUMBER OF      5    SOLE VOTING POWER
   SHARES            402,400 (includes 2,400 shares which may be purchased upon 
BENEFICIALLY         exercise of options)
  OWNED BY
    EACH
 REPORTING
   PERSON
    WITH
                6    SHARED VOTING POWER
                     0

                7    SOLE DISPOSITIVE POWER
                     402,400 (includes 2,400 shares which may be purchased 
                     upon exercise of options)

                8    SHARED DISPOSITIVE POWER
                     0

9    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     402,400 (includes 2,400 shares which may be purchased upon
     exercise of options)

10   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*    ____

11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
     5.9%

12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
     IN


<PAGE>

Item 1(a)  Name of Issuer:

           Featherlite, Inc.

Item 1(b)  Address of Issuer's Principal Executive Offices:

           Highways 63 & 9
           P.O. Box 320
           Cresco, IA  52136

Item 2(a)  Name of Person Filing:

           See Cover Page Item 1

Item 2(b   Address of Principal Business Office or, if none, residence:

           Highways 63 & 9
           P.O. Box 320
           Cresco, IA  52136

Item 2(c)  Citizenship:

           See Cover Page Item 4

Item 2(d)  Title of Class of Securities:

           Common Stock

Item 2(e)  CUSIP No.:

           See Cover Page

Item 3     Statement Filed Pursuant to Rules 13d-1(b) or 13d-2(b):

           Not applicable

Item 4(a)  Amount Beneficially Owned:

           See Cover Page Item 9

Item 4(b)  Percent of Class:

           See Cover Page Item 11


<PAGE>


Item 4(c)  Number of Shares as to Which Such Person Has:

           (i)      sole power to vote or to direct the vote: See Cover Page 
                    Item 5
           (ii)     shared power to vote or to direct the vote:  See Cover Page 
                    Item 6
           (iii)    sole power to dispose or to direct the disposition of: See 
                    Cover Page Item 7
           (iv)     shared power to dispose or to direct the disposition of: See
                    Cover Page Item 8

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


                                    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 as of December 31, 1998.


Dated:  January 21, 1999

                                                       /s/ Eric P. Clement
                                                       Eric P. Clement



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