SEC Form 4

FORM 4

[ ] Check this box if no longer
subject to Section 16. Form 4 or Form
5 obligations may continue.
See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility
Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* McGinley, James W. (Last) (First) (Middle) 7444 West Wilson Avenue (Street) ~~Chicago~~Harwood Heights, IL 60706-4549 (City) (State) (Zip) 2. Issuer Name and Ticker or Trading Symbol ~~Stratos~~Methode ~~Lightwave~~Electronics, Inc.~~STLW~~METHA, METHB 3. I.R.S. Identification Number of Reporting Person, if an entity (voluntary) 4. Statement for (Month/Day/Year 02/16/2003 5. If Amendment, Date of Original (Month/Day/Year) 6. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner X Officer (give title below) Other (specify below) Description ~~President and CEO~~ 7. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1. Title of Security (Instr. 3)

2.TransactionDate(Month/Day/Year)

2A. Deemed Execution Date, if any(Month/Day/Year)

3. Transaction Code (Instr. 8)

4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4, and 5)

5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)

6. Owner- ship Form: Direct (D) or Indirect (I) (Instr. 4)

7. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

Amount

A/D

Price

Common Stock

02/16/2003

J (1)

1,511

(2)

Class B Common Stock

880,901

(1)

Common Stock

18,546

By 401(K)

Class B Common Stock

02/16/2003

J(2)

10,002

(3)

Common Stock

1,215

By Wife

Class A Common Stock

02/16/2003

J(2)

(3)

Common Stock

226,500

Class A Common Stock

02/16/2003

J(4)

35,000

(5)

Class A Common Stock in 401(k) Trust

By Plan

Class A Common Stock

536

By Spouse

Class B Common Stock

268

By Spouse

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conver- sion or Exercise Price of Deri- vative Security

3. Transaction Date(Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr.8)

5. Number of Derivative Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)

6. Date Exercisable(DE) and Expiration Date(ED) (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr.5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.4)

10. Owner-shipForm ofDeriv-ativeSecurities:Direct (D)orIndirect (I)(Instr.4)

11. Nature of Indirect Beneficial Ownership (Instr.4)

Code

Title

Amount or Number of Shares

Option to purchase

$7.45

12/19/01

6/11/11

Class A Common

5,000

Option to purchase

$10.50

12/10/02

6/10/12

Class A Common

5,000

Explanation of Responses:

(1)As Special Fiduciary and beneficiary under the William J. McGinley Marital Trust No. 1 and No. 2.(2)The shares ~~automatically~~ transferred from Jane R. McGinley to the Jane R. McGinley Trust dated 9/September 18~~/01~~, 2001 upon the death of Jane R. McGinley on 2/February 16~~/03~~, 2003.(23)As 1co-trustee and beneficiary of the Jane R. McGinley Trust dated September 18,~~511~~ 2001.(4)Pecuniary interest in the shares asarose ~~James~~upon Wthe death of Jane R. McGinley ason ~~Co-Trustee~~February 16, 2003.(5)As Special Fiduciary and beneficiary under the ~~Jane~~William RJ. McGinley Marital Trust ~~dated~~No. ~~9/18/01~~2.

By:	Date:
/s/ James W. McGinley	02/19/2003
/s/ Robert J. Kuehnau	02/20/2003
Robert J. Kuehnau as attorney-in-fact for James W. McGinley
** Signature of Reporting Person	SEC 1474 (9-02)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. * If the form is filed by more than one reporting person, see Instruction 4(b)(v). ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Filing Compare · MCGINLEY JAMES W