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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.____________)*
Odetics, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
676065204
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(CUSIP Number)
Check the following box if a fee is being paid with this statement [X].
(A fee is not required only if the filing person: (1) has a previous statement
on file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
*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 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.676065204 13G Page 2 of 5 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Fred Alger Management, Inc. 13-2510833
Fred M. Alger III ###-##-####
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [X ]
(b) [ ]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
New York
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NUMBER OF 5 SOLE VOTING POWER
SHARES 7,500
BENEFICIALLY --------------------------------------------------------------
OWNED BY 6 SHARED VOTING POWER
EACH 497,500
REPORTING --------------------------------------------------------------
PERSON 7 SOLE DISPOSITIVE POWER
WITH 505,000
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8 SHARED DISPOSITIVE POWER
-0-
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
505,000
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
10.25
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12 TYPE OF REPORTING PERSON*
Fred Alger Management, Inc. IA
Fred M. Alger III IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT
Page 3 of 5 Pages
Item 1. (a) Name of Issuer:
Odetics, Inc.
(b) Address of Issuer's Principal Executive Offices:
1515 South Manchester Avenue
Anaheim, CA 92802
Item 2. (a) Name of Person Filing:
(1) Fred Alger Management, Inc.
(2) Fred M. Alger III
(b) Address of Principal Business Office:
(1) 75 Maiden Lane, New York, NY 10038
(2) 75 Maiden Lane, New York, NY 10038
(c) Citizenship:
(1) New York
(2) New York
(d) Title of Class of Securities:
Common Stock
(e) CUSIP Number:
676065204
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
(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 Section
240.13d-1(b)(1)(ii)(F)
(g) [ ] Parent Holding Company, in accordance with Section
240.13d-1(b)(1)(ii)(G)
(h) [X] Group, in accordance with Section 240.13d-
1(b)(1)(ii)(H)
Page 4 of 5 Pages
Item 4.
(a) Amount Beneficially Owned:
505,000
(b) Percent of Class:
10.25
(c) Number of shares as to which such person has:
(1) sole power to vote or to direct the vote
7,500
(ii) shared power to vote or to direct the vote
497,500
(iii) sole power to dispose or to direct the disposition of
505,000
(iv) shared power to dispose or to direct the disposition of
-0-
Item 5. Ownership of Five Percent or Less of a Class.
If this 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 [ ].
Item 6. Ownership of More Than Five Percent on Behalf of Another Person.
N/A
Item 7. Identification and Classification of the Subsidiary which Acquired
the Security Being Reported on By the Parent Holding Company.
N/A
Page 5 of 5 Pages
Item 8. Identification and Classification of Members of the Group.
Fred Alger Management, Inc. IA
Fred M. Alger III IN
Item 9. Notice of Dissolution of Group.
N/A
Item 10. Certification.
By signing below I certify that, to the best of my 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
purpose or effect.
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.
.
July 10, 1996
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Date
By:/s/ Gregory S. Duch
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Signature
Gregory S. Duch, Treasurer
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Name/Title