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

                          SCHEDULE 13D
           Under the Securities Exchange Act of 1934
                       (Amendment No. 1)*

                           OEA, INC.
                        (Name of Issuer)

                 Common Stock ($0.10 Par Value)
                 (Title of Class of Securities)

                           670826106
                         (CUSIP Number)

                        Francis P. King
                1660 Lincoln Street, Suite 2900
                    Denver, Colorado  80264
                         (303) 861-4154
         (Name, Address and Telephone Number of Person
       Authorized to Receive Notices and Communications)

                        August 29, 1999
    (Date of Event which Requires Filing of this Statement)



If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box: [   ].

Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits.  See 240.13d-7 for other
parties to whom copies are to be sent.

* 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 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).

     (1)  NAMES OF REPORTING PERSONS
     James D. Kafadar
     S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
     ###-##-####
- -----------------------------------------------------------------------------
     (2)  CHECK APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
               (a)  [   ]
               (b)  [ x ]
- -----------------------------------------------------------------------------
     (3)  SEC USE ONLY
- -----------------------------------------------------------------------------
     (4)  SOURCE OF FUNDS (SEE INSTRUCTIONS):
     00
- -----------------------------------------------------------------------------
     (5)  CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
     ITEMS 2(d) OR 2(e)
     [   ]
- -----------------------------------------------------------------------------
     (6)  CITIZENSHIP OR PLACE OF ORGANIZATION
     U.S.A.
- -----------------------------------------------------------------------------
                              (7)  SOLE VOTING POWER

                                   448,018
                              -----------------------------------------

NUMBER OF SHARES BENEFICIALLY      (8)  SHARED VOTING POWER
OWNED BY EACH REPORTING PERSON
                                   1,494,322
                              -----------------------------------------
WITH                          (9)  SOLE DISPOSITIVE POWER

                                   448,018
                              -----------------------------------------

(10) SHARED DISPOSITIVE POWER

1,494,322
- -----------------------------------------------------------------------------
     (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     1,942,340
- -----------------------------------------------------------------------------
     (12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
     SHARES
     (SEE INSTRUCTIONS)

     [     ]
- -----------------------------------------------------------------------------
     (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     9.42%
- -----------------------------------------------------------------------------
     (14) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
     IN
- -----------------------------------------------------------------------------
Item 3.        Source and Amount of Funds or Other Consideration.

On January 18, 1998, the Reporting Person became subject to reporting by reason
of the  appointment upon the death of his father, Ahmed D. Kafadar, as
co-trustee with four other persons of the Ahmed D. Kafadar Trust which held
1,167,597 shares of OEA, Inc. on the date of death.  On June 2, 1998, the
Reporting Person was appointed co-trustee, with four other persons, of the
Maryanna B. Kafadar Family Trust which owned 568,838 shares.  On August 29,
1999, the Ahmed D. Kafadar Trust transferred 276,391 shares to Shirene Kafadar,
and the Maryanna B. Kafadar Family Trust transferred 200,000 shares to Shirene
Kafadar, and she resigned as Trustee of both Trusts.

The Reporting Person disclaims beneficial ownership of the shares held by the
Ahmed D. Kafadar Trust and the Maryanna B. Kafadar Family Trust pursuant to
Rule 13d-4, except that the Reporting Person is also a beneficiary of
approximately 20 to 25% of the Ahmed D. Kafadar Trust's assets and
approximately 25% of the Maryanna B. Kafadar Family Trust's assets.

The securities owned beneficially for which the Reporting Person has sole
voting and dispositive power were received as a result of the Reporting
Person's father's death on January 17, 1998.  The securities owned
beneficially, as to which the Reporting Person has shared voting and
dispositive power, are presently held in two trusts, of which the Reporting
Person is one of four trustees.  Unanimous agreement is required of all four
co-trustees to vote or dispose of the securities, unless the trustees agree
otherwise.

Item 4.        Purpose of Transaction.

(a)  The securities as to which the Reporting Person has sole voting and
dispositive power are held for investment.  No plan known to the Reporting
Person exists relating to the securities held in trusts of which the Reporting
Person is to be one of four co-trustees, although it is possible an
undetermined amount of such securities may be sold to pay the estate tax
obligations of his father's estate by the trusts or distributed to the
beneficiaries and then sold by the beneficiaries who receive such securities.

(b)  None;

(c)  None;

(d)  None;

(e)  None;

(f)  None;

(g)  None;

(h)  None;

(i)  None;

(j)  None.


Item 5.        Interest in Securities of the Issuer.

(a)  The Reporting Person named in Item 2 beneficially owns 1,942,340 shares,
representing 9.42% of the common stock $0.10 par value.  The Reporting
Person is not a member of a group.

(b)  See Cover Page, nos. 7, 8, 9 and 10;

(c)  None;

(d)  The other co-trustees of the trust referred to in Item 3 are: Charles B.
Kafadar, Shirene Kafadar, Karen Kafadar and Claudia F. Kafadar;

(e)  None.


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.




March 16, 2000
/s/
JAMES D. KAFADAR