UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Information Statement Pursuant to Rules 13d-1 and 13d-2
Under the Securities Exchange Act of 1934
(Amendment No. __)
Thermo BioAnalysis Corporation
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(Name of Issuer)
Common Stock, par value $.01 per share
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(Title of Class of Securities)
88355H-10-8
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(CUSIP Number)
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NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Thermo Electron Corporation
IRS No. 04-2209186
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ x ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
State of Delaware
5 SOLE VOTING POWER
NUMBER OF
59,200
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 0
7 SOLE DISPOSITIVE POWER
OWNED BY
59,200
EACH
8 SHARED DISPOSITIVE POWER
REPORTING
0
PERSON WITH
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
59,200
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.6%
12 TYPE OF REPORTING PERSON *
CO
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NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Thermo Instrument Systems Inc.
IRS No. 04-2925809
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ x ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
State of Delaware
5 SOLE VOTING POWER
NUMBER OF 9,530,303
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 0
7 SOLE DISPOSITIVE POWER
OWNED BY 9,530,303
EACH
8 SHARED DISPOSITIVE POWER
REPORTING
0
PERSON WITH
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,530,303
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
74.4%
12 TYPE OF REPORTING PERSON *
CO
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Item 1(a). Name of Issuer.
This Schedule 13G relates to Thermo BioAnalysis Corporation (the
"Issuer").
Item 1(b). Address of Issuer's Principal Executive Offices.
The Issuer's principal executive offices are located at 504 Airport
Road, Santa Fe, New Mexico 87504-2108.
Item 2(a). Names of Persons Filing.
This Schedule 13G is being filed by Thermo Electron Corporation
("Thermo Electron") and its majority-owned subsidiary Thermo Instrument
Systems Inc. ("Thermo Instrument" and, together with Thermo Electron, the
"Reporting Persons").
Item 2(b). Address of Principal Business Offices.
The principal business address and principal office address of Thermo
Electron is 81 Wyman Street, Waltham, Massachusetts 02254-9046 and the
principal business address and principal office address of Thermo
Instrument is 1851 Central Drive, Suite 314, Bedford, Texas 76021.
Item 2(c). Citizenship.
The Reporting Persons are both Delaware corporations.
Item 2(d). Title of Class of Securities.
This Schedule 13G relates to the common stock, par value $0.01 per
share (the "Common Stock"), of the Issuer.
Item 2(e). CUSIP Number.
The CUSIP number of the Common Stock is 88355H-10-8.
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 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;
(e) [ ] Investment Adviser registered under Section 203 of the
Investment Advisers Act of 1940;
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(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 13d-1(b)(1)(ii)(F);
(g) [ ] Parent Holding Company, in accordance with Rule
13d-1(b)(ii)(G); see Item 7; or
(h) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(H).
Not applicable.
Item 4. Ownership.
(a) Amount beneficially owned by Thermo Electron: 59,200
Amount beneficially owned by Thermo Instrument: 9,530,303*
(b) Percent of class owned by Thermo Electron: 0.6%
Percent of class owned by Thermo Instrument: 74.4%*
(c) Number of shares as to which Thermo Electron has:
(i) Sole power to vote or to direct the vote: 59,200
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of:
59,200
(iv) Shared power to dispose or to direct the disposition of: 0
Number of shares as to which Thermo Instrument has:
(i) Sole power to vote or to direct the vote: 9,530,303*
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of:
9,530,303*
(iv) Shared power to dispose or to direct the disposition of: 0
* Shares reported as beneficially owned by Thermo Instrument and the
percentage of the class owned by Thermo Instrument in the above responses
include 3,030,303 shares that are issuable to Thermo Instrument if it
elects to convert in full its subordinated convertible debentures of the
Issuer.
Item 5. Ownership of Five Percent of 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.
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See attached Exhibit 8.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
Not applicable.
Signatures
After reasonable inquiry and to the best of their knowledge and
belief, the Reporting Persons certify that the information set forth in
this statement is true, complete and correct.
Date: July 6, 1997 THERMO ELECTRON CORPORATION
By: /s/Melissa F. Riordan
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Melissa F. Riordan
Treasurer
Date: July 6, 1997 THERMO INSTRUMENT SYSTEMS INC.
By: /s/Melissa F. Riordan
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Melissa F. Riordan
Treasurer
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EXHIBIT 8 TO SCHEDULE 13G
This Schedule 13G is being filed to reflect the ownership of the
shares of Common Stock of the Issuer by each of Thermo Electron and its
majority-owned subsidiary Thermo Instrument. Each of the Reporting Persons
has the sole power to vote and dispose of the shares each such entity owns.
Thermo Electron owns more than 50% of the outstanding common stock of
Thermo Instrument and, therefore, may be deemed to have the power to vote
and dispose of the shares owned by Thermo Instrument. However, Thermo
Electron disclaims the existence of a group between itself and Thermo
Instrument for purposes of this Schedule 13G.
AA972110024
