UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(Amendment No. 1)
Under the Securities Exchange Act of 1934
Kofax Image Products, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
500200100
(CUSIP Number)
*The remainder of this cover page shall be filled out or 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).
CUSIP No. 500200100 SCHEDULE 13G Page 2 of 7
1 Name of Reporting Person ROI Capital Management, Inc.
IRS Identification No. of Above Person 68-0269547
2 Check the Appropriate Box if a Member of a Group
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 Citizenship or Place of Organization
California
5 Sole Voting Power
0
NUMBER OF 6 Shared Voting Power
SHARES
BENEFICIALLY -0-
OWNED BY EACH
REPORTING 7 Sole Dispositive Power
PERSON WITH
0
8 Shares Dispositive Power
-0-
9 Aggregate Amount Beneficially Owned by each Reporting
Person
0
10 Check Box if the Aggregate Amount in Row (9) Excludes
Certain Shares* [ ]
11 Percent of Class Represented by Amount in Row 9
0%
12 Type of Reporting Person*
CO, IA
CUSIP No. 500200100 SCHEDULE 13G Page 3 of 7
1 Name of Reporting Person Mark T. Boyer
IRS Identification No. of Above Person
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
0
NUMBER OF 6 Shared Voting Power
SHARES
BENEFICIALLY -0-
OWNED BY EACH
REPORTING 7 Sole Dispositive Power
PERSON WITH
0
8 Shares Dispositive Power
-0-
9 Aggregate Amount Beneficially Owned by each Reporting
Person
0
10 Check Box if the Aggregate Amount in Row (9) Excludes
Certain Shares* [ ]
11 Percent of Class Represented by Amount in Row 9
0%
12 Type of Reporting Person*
IN
CUSIP No. 500200100 SCHEDULE 13G Page 4 of 7
1 Name of Reporting Person Mitchell J. Soboleski
IRS Identification No. of Above Person
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
0
NUMBER OF 6 Shared Voting Power
SHARES
BENEFICIALLY -0-
OWNED BY EACH
REPORTING 7 Sole Dispositive Power
PERSON WITH
0
8 Shares Dispositive Power
-0-
9 Aggregate Amount Beneficially Owned by each Reporting
Person
0
10 Check Box if the Aggregate Amount in Row (9) Excludes
Certain Shares* [ ]
11 Percent of Class Represented by Amount in Row 9
0%
12 Type of Reporting Person*
IN
CUSIP No. 500200100 SCHEDULE 13G Page 5 of 7
Item 1(a). Name of Issuer.
Kofax Image Products, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices.
3 Jenner Street, Irvine, CA 92618.
Item 2(a). Names of Persons Filing.
ROI Capital Management Inc., Mark T. Boyer and Mitchell J.
Soboleski.
Item 2(b). Address of Principal Business Office or, if none,
Residence.
The business address of ROI Capital Management Inc., Mark
T. Boyer and Mitchell J. Soboleski is 17 E. Sir Francis Drake
Blvd., Suite 225, Larkspur, CA 94939.
Item 2(c). Citizenship.
ROI Capital Management, Inc. is a California corporation,
Mark T. Boyer and Mitchell J. Soboleski are citizens of the
United States of America.
Item 2(d). Title of Class of Securities.
Common Stock
Item 2(e). CUSIP Number.
Item 3. Type of Reporting Person.
ROI Capital Management, Inc. is an investment advisor
registered under Section 203 of the Investment Advisors Act of
1940. Mark T. Boyer and Mitchell J. Soboleski are the sole
shareholders of ROI Capital Management, Inc.
Item 4. Ownership.
Reference is made hereby made to Items 5-9 and 11 of pages
two (2), three (3) and four (4) of this Schedule G, which Items
are incorporated by reference herein.
CUSIP No. 500200100 SCHEDULE 13G Page 6 of 7
Item 5. Ownership of Five Percent or Less of a Class.
If 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 [X].
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.
By signing below, each of the undersigned certifies that,
to the best of his 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.
CUSIP No. 500200100 SCHEDULE 13G Page 7 of 7
Signature
After reasonable inquiry and to the best of my knowledge
and belief, the undersigned certifies that the information set
forth in this statement is true, complete and correct.
DATED: February 11, 2000
MARK T. BOYER
/s/ Mark T. Boyer
________________________
Mark T. Boyer
DATED: February 11, 2000
MITCHELL J. SOBOLESKI
/s/ Mitchell J. Soboleski
________________________
Mitchell J. Soboleski
DATED: February 11, 2000
ROI CAPITAL MANAGEMENT, INC.
/s/ Mitchell J. Soboleski
________________________
By: Mitchell J. Soboleski
Its: Secretary
