-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EUQGP0eQ+rwZLHL9O4PCDEBBS9kLEpCx3NcWX7ayC35T03u9lsbyDpGWYBrFgoTa y66wArczDzxjnQEoPxkH1w== 0000950134-98-009269.txt : 19981124 0000950134-98-009269.hdr.sgml : 19981124 ACCESSION NUMBER: 0000950134-98-009269 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19981123 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: INPUT OUTPUT INC CENTRAL INDEX KEY: 0000866609 STANDARD INDUSTRIAL CLASSIFICATION: MEASURING & CONTROLLING DEVICES, NEC [3829] IRS NUMBER: 222286646 STATE OF INCORPORATION: DE FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-41602 FILM NUMBER: 98757749 BUSINESS ADDRESS: STREET 1: 11104 W AIRPORT BLVD STREET 2: SUITE 200 CITY: STAFFORD STATE: TX ZIP: 77477 BUSINESS PHONE: 2819333339 MAIL ADDRESS: STREET 1: 11104 W AIRPORT BLVD STREET 2: SUITE 200 CITY: STAFFORD STATE: TX ZIP: 77477 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LAPEYRE JAMES M JR CENTRAL INDEX KEY: 0001072813 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 729574366 STATE OF INCORPORATION: LA FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: C/O LAITRAM CORP STREET 2: 220 LAITRAM LANE CITY: HARAHAN STATE: LA ZIP: 70123 BUSINESS PHONE: 5047336000 MAIL ADDRESS: STREET 1: C/O LAITRAM CORP STREET 2: 220 LAITRAM LANE CITY: HARAHAN STATE: LA ZIP: 70123 SC 13G 1 SCHEDULE 13G 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 Input/Output, Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 457652105 (CUSIP Number) November 16, 1998 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |_| Rule 13d-1(b) |X| Rule 13d-1(c) |_| Rule 13d-1(d) *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 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). 2 CUSIP No. 457652105 13G Page 2 of 5 Pages - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) James M. Lapeyre, Jr. - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) / / (b) / / - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States - -------------------------------------------------------------------------------- 5 SOLE VOTING POWER NUMBER OF 77,500 shares of Common Stock, $0.01 par SHARES value per share ("Common Stock") ------------------------------------------------- BENEFICIALLY 6 SHARED VOTING POWER OWNED BY 5,815,000 shares of Common Stock ------------------------------------------------ EACH 7 SOLE DISPOSITIVE POWER REPORTING 77,500 shares of Common Stock PERSON ------------------------------------------------ 8 SHARED DISPOSITIVE POWER WITH 5,815,000 shares of Common Stock - ------------------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,892,500 shares of Common Stock - -------------------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] (See Instructions) - -------------------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 11.7% - -------------------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON (See Instructions) IN - -------------------------------------------------------------------------------- 3 Page 3 of 5 Pages SCHEDULE 13G ITEM1(a). NAME OF ISSUER: Input/Output, Inc. ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 11104 West Airport Boulevard Stafford, Texas 77047 ITEM 2(a). NAME OF PERSON FILING: James M. Lapeyre, Jr. ITEM 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: 220 Laitram Lane Harahan, Louisiana 70123 ITEM 2(c). CITIZENSHIP: United States ITEM 2(d). TITLE OF CLASS OF SECURITIES: Common Stock, $0.01 par value per share ("Common Stock") ITEM 2(e). CUSIP NUMBER: 457652105 ITEM 3. TYPE OF PERSON This statement is not filed pursuant to ss. 240.13d-1(b) or 240.13d-2(b) or (c). If this statement is filed pursuant to ss. 240.13d-1(c), check this box |X|. 4 Page 4 of 5 Pages ITEM 4. OWNERSHIP (a) Amount beneficially owned: 5,892,500 shares of Common Stock (b) Percentage of class: 11.7% (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: 77,500 shares of Common Stock (ii) Shared power to vote or to direct the vote: 5,815,000 shares of Common Stock (iii) Sole power to dispose or to direct the disposition of: 77,500 shares of Common Stock (iv) Shared power to dispose or to direct the disposition of: 5,815,000 shares of Common Stock 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 The Laitram Corporation ("Laitram") is the owner of record of 5,794,000 shares of Common Stock reported herein as beneficially owned by Mr. Lapeyre. As such, Laitram has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, and such right or power relates to more than 5% of the issued and outstanding shares of the Common Stock of Input/Output, Inc. Pursuant to Rule 13d-4 of the Securities Exchange Act of 1934, as amended (the "Act"), Mr. Lapeyre disclaims the beneficial ownership of the 5,794,000 shares of Common Stock owned of record by Laitram. Mr. Lapeyre jointly owns with his wife 10,500 shares of Common Stock reported herein as beneficially owned by him, and she shares with him the right to receive or the power to direct the receipt of dividends from, or the proceeds of the sale of, such securities. Mr. Lapeyre jointly owns with his wife as trustees of three separate trusts (each of which holds 3,500 shares of Common Stock) for the benefit of their three minor children 10,500 shares of Common Stock reported herein as beneficially owned by him. With respect to these 10,500 shares of Common Stock, Mr. and Mrs. Lapeyre share the right to receive or the power to direct the receipt 5 Page 5 of 5 Pages of dividends from, or the proceeds from the sale of, such securities. Pursuant to Rule 13d-4 of the Act, Mr. Lapeyre disclaims the beneficial ownership of these shares of Common Stock. 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, I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. By: /s/ JAMES M. LAPEYRE, JR. ----------------------------------- James M. Lapeyre, Jr. -----END PRIVACY-ENHANCED MESSAGE-----