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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 2)1
SRI Surgical Express Inc.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
78464W 10 4
(CUSIP Number)
31 December 2004
(Date of Event which Requires Filing of this Statement)
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Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
--------------------------
1 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. 78464W 10 4 13G Page 2 of 6
1 NAME OF REPORTING PERSON:
F&C Management Limited
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY):
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 Kingdom
5 SOLE VOTING POWER
407,306
NUMBER 6 SHARED VOTING POWER
OF SHARES 0
BENEFICIALLY
OWNED BY
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 407,306
PERSON WITH
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
407,306
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
6.5%
12 TYPE OF REPORTING PERSON (See Instructions)
IA, CO
CUSIP No. 78464W 10 4 13G Page 3 of 6
ITEM 1.
(a) Name of Issuer
SRI Surgical Express Inc.
(b) Address of Issuer's Principal Executive Offices
12425 Racetrack Road
Tampa FL 33626
ITEM 2.
(a) Name of Person Filing
F&C Management Limited
(b) Address of Principal Business Office or, if none, Residence
Registered Office: 80 George Street, Edinburgh EH2 3BU, United
Kingdom
(c) Citizenship
F&C Management Limited is a corporation organised under the laws
of the United Kingdom
(d) Title of Class of Securities
Common Stock, par value $0.001 per share ("Common Stock")
(e) CUSIP Number
78464W 10 4
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B), OR 13D-2(B) OR
(C), 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) [X] 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 ss.240.13d-1(b)(1)(ii)(F)
CUSIP No. 78464W 10 4 13G Page 4 of 6
(g) [ ] Parent Holding Company, in accordance with
ss.240.13d-1(b)(ii)(G) (Note: See Item 7)
(h) [ ] A savings association as defined in section 3(b) of the
Federal Deposit Insurance Act
(i) [ ] A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment
Company Act of 1940
(j) [ ] Group, in accordance with ss.240.13d-1(b)-1(ii)(J)
ITEM 4. OWNERSHIP
(a) Amount Beneficially Owned
407,306
(b) Percent of Class
6.5%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: 407,306
(ii) shared power to vote or to direct the vote: 0
(iii) sole power to dispose or to direct the disposition of:
407,306
(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
Dividends received from, and proceeds from the sale of, Common Stock, if
any, by F&C Management Limited are allocated by F&C Management Limited to
the applicable accounts of its clients and are distributed or retained in
accordance with F&C Management Limited's investment management agreements
with those clients.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY
Not Applicable
CUSIP No. 78464W 10 4 13G Page 5 of 6
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.
CUSIP No. 78464W 10 4 13G Page 6 of 6
SIGNATURE
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.
Date: 14 February 2005
F&C Management Limited
By: /s/ Marrack Tonkin
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Name: Marrack Tonkin
Title: Company Secretary