Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  VALUEVEST HIGH CONCENTRATION MASTER FUND, LTD.
2. Date of Event Requiring Statement (Month/Day/Year)
03/19/2007
3. Issuer Name and Ticker or Trading Symbol
AMPEX CORP /DE/ [AMPX]
(Last)
(First)
(Middle)
QUEENSGATE HOUSE, 113 SOUTH CHURCH STREET, PO BOX 1234
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

GEORGE TOWN, GRAND CAYMAN, E9 00000
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Class A Common Stock, $0.01 par value per share 524,336
D (1)
 
Class A Common Stock, $0.01 par value per share 524,336
I (2)
See Exhibit 99
Class A Common Stock, $0.01 par value per share 524,336
I (3)
See Exhibit 99
Class A Common Stock, $0.01 par value per share 524,336
I (4)
See Exhibit 99

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
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)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
VALUEVEST HIGH CONCENTRATION MASTER FUND, LTD.
QUEENSGATE HOUSE
113 SOUTH CHURCH STREET, PO BOX 1234
GEORGE TOWN, GRAND CAYMAN, E9 00000
    X    
VALUEVEST MANAGEMENT CO II, LLC
ONE FERRY BUILDING, SUITE 255
SAN FRANCISCO, CA 94111
    X    
BAKAR MARK B
C/O VALUEVEST
ONE FERRY BUILDING, SUITE 255
SAN FRANCISCO, CA 94111
    X    
CARIANI DAVID
C/O VALUEVEST
ONE FERRY BUILDING, SUITE 255
SAN FRANCISCO, CA 94111
    X    

Signatures

ValueVest High Concentration Master Fund, Ltd., By: /s/ Mark B. Bakar, Director 03/21/2007
**Signature of Reporting Person Date

ValueVest Management Company II, LLC, By: /s/ David Cariani, Managing Member 03/21/2007
**Signature of Reporting Person Date

/s/ Mark B. Bakar 03/21/2007
**Signature of Reporting Person Date

/s/ David Cariani 03/21/2007
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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).
(1) See Exhibit 99.
(2) The number shown represents the number of the Issuer's securities beneficially owned by ValueVest Management Company II, LLC.
(3) The number shown represents the number of the Issuer's securities beneficially owned by Mark B. Bakar.
(4) The number shown represents the number of the Issuer's securities beneficially owned by David Cariani.

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.