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. __)
Metrika Systems Corporation
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(Name of Issuer)
Common Stock, par value $.01 per share
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(Title of Class of Securities)
59159M 10 6
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(CUSIP Number)
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CUSIP NO. 59159M 10 6 13G Page 2 of 6 Pages
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
5,000,000 shares
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 0
7 SOLE DISPOSITIVE POWER
OWNED BY
5,000,000 shares
EACH
8 SHARED DISPOSITIVE POWER
REPORTING
0
PERSON WITH
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CUSIP NO. 59159M 10 6 13G Page 3 of 6 Pages
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,000,000 shares
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
60.5%
12 TYPE OF REPORTING PERSON *
CO
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CUSIP NO. 59159M 10 6 13G Page 4 of 6 Pages
Item 1(a). Name of Issuer.
This Schedule 13G relates to Metrika Systems Corporation (the
"Issuer").
Item 1(b). Address of Issuer's Principal Executive Offices.
The Issuer's principal executive offices are located at 5788 Pacific
Center Boulevard, San Diego, California 92121.
Item 2(a). Name of Person Filing.
This Schedule 13G is being filed by Thermo Electron Corporation (the
"Reporting Person") to reflect the Reporting Person's holdings of the
Issuer's Shares. The Reporting Person holds the Shares of the Issuer that
are the subject of this filing through one or more controlled subsidiaries.
As of the date of this filing, 5,000,000 shares were held by Thermo
Instrument Systems Inc., a majority-owned subsidiary of the Reporting
Person.
Item 2(b). Address of Principal Business Office.
The principal business address and principal office address of the
Reporting Person is 81 Wyman Street, Waltham, Massachusetts 02254-9046.
Item 2(c). Citizenship.
The Reporting Person is a Delaware corporation.
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 59159M 10 6.
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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CUSIP NO. 59159M 10 6 13G Page 5 of 6 Pages
(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 the Reporting Person:
5,000,000 shares
(b) Percent of class owned by the Reporting Person: 60.5%
(c) Number of shares as to which the Reporting Person has:
(i) Sole power to vote or to direct the vote: 5,000,000 shares
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of:
5,000,000 shares
(iv) Shared power to dispose or to direct the disposition of: 0
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.
Not applicable.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
Not applicable.
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CUSIP NO. 59159M 10 6 13G Page 6 of 6 Pages
Signature
After reasonable inquiry and to the best of its knowledge and belief,
the Reporting Person certifies that the information set forth in this
statement is true, complete and correct.
Date: February 12, 1998 THERMO ELECTRON CORPORATION
By: /s/Melissa F. Riordan
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Melissa F. Riordan
Treasurer
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