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			U.S. SECURITIES AND EXCHANGE COMMISSION
					Washington, D. C. 20549
						   FORM 3
			INITIAL STATEMENT OF 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(f) of the Investment Company Act of 1940


(Print or Type Responses)

1.	Name and Address of Reporting Person

<	The Waterproof Partnership, Ltd.  >>

	(Last),	(First)	(Middle),	(Street),		(City)	(State)	(Zip)

2.	Date of Event Requiring Statement (Month/Day/Year) 

<<	4-5-99   >>

3.	IRS or Social Security Number of Reporting Person (Voluntary) ________

4.	Issuer Name and Ticker or Trading Symbol

<<	American Locker Group Incorporated (ALGI)  >>

5.	Relationship of reporting person to issuer
	(Check all applicable)

	____ Director			XXXX 10% Owner

	____ Officer (give		____ Other (specify
          title below)			  below)
			______________________

6.	If Amendment, Date of Original (Month/Day/Year)  
______________________

7.	Individual or Joint/Group Filing (Check Applicable line)

	XXXX Form filed by one Reporting Person

	____ Form filed by More than One Reporting Person


FORM 3 (continued)							Page 2 of 3 Pages

Table I - Non-Derivative Securities Beneficially Owned


1.	Title of Security

<<	Common Stock	>>

2.	Amount of Securities Beneficially Owned (Instr. 4) 

<<	2,000	>>

3.	Ownership Form: Direct (D) or Indirect (I) (Instr. 5)

<<	D	>>

4.	Nature of Indirect Beneficial Ownership (Instr. 5) 

___________________

___________________________________________________________________________


Reminder:	Report on a separate line for each class of
		securities beneficially owned directly or indirectly.	(Over)

* If the form is filed by more than one reporting person,
  see Instruction 5(b)(v).							SEC 1473 (7-96)


FORM 3 (continued)							Page 3 of 3 Pages

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

1.	Title of Derivative Security 
___________________________________________

2.	Date Exercisable and Expiration Date (Month/Day/Year)

	Date Exercisable				Expiration Date
	____________________			________________________

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


	Title ________________________	Amount or Number of Shares	__________

4.	Conversion or Exercise Price of Derivative Security 	_______________

5.	Ownership Form of Derivative Security:
	Direct (D) or Indirect (I) (Instr. 5)			____________________

6.	Nature of Indirect Beneficial Ownership (Instr. 5)
	______________________________________________________________________
___________________________________________________________________________

Explanation of Responses:		Waterproof Partners, L.P.			5-10-99


						By:	G. Walter Loewenbaum II, General Partner
							**Signature of Reporting Person   




**	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 provided 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.


CJR\5240\005\1044092.01