SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549

                               SCHEDULE 13G

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

                            Audiovox Corporation
                             (Name of Issuer)

                                  Common
                      (Title of Class of Securities)

                                050757103        
                              (CUSIP Number)


      Check the following box if a fee is being paid with this statement

      (A fee is not required only if the filing person: (1) has a previous
      statement on file reporting beneficial ownership of more than five
      percent of the class of securities described in Item 1; and (2) has
      filed no amendment subsequent thereto reporting beneficial ownership of
      five percent or less of such class.)  (See Rule 13d-7.)    

      *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).    
                  
                         (Continued on following page(s))

                              Page 1 of 7 Pages
      

______________________________________________________________
                               
                                   13G

CUSIP NO. 050757103                      PAGE 2 OF 7 PAGES

______________________________________________________________
1    NAME OF REPORTING PERSON
     S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

     OPPENHEIMER GROUP, INC.
     I.R.S. NO. 13-3331657
______________________________________________________________
2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) 
                                                      (b)  X
______________________________________________________________
3    SEC USE ONLY

______________________________________________________________
4    CITIZENSHIP OR PLACE OF ORGANIZATION

     DELAWARE
______________________________________________________________
NUMBER OF      5    SOLE VOTING POWER
                    
SHARE               0
               _______________________________________________
BENEFICIALLY   6    SHARED VOTING POWER

OWNED BY            0
               _______________________________________________
EACH           7    SOLE DISPOSITIVE POWER

REPORTING           0
               _______________________________________________
PERSON         8    SHARED DISPOSITIVE POWER

WITH                0
______________________________________________________________
9    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
     PERSON
                    0
______________________________________________________________
10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
     CERTAIN SHARES 

______________________________________________________________
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

                    0%
______________________________________________________________
12   TYPE OF REPORTING PERSON

     HC
______________________________________________________________


                                            Page 3 of 7 Pages
                   SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C.  20549

                              Schedule 13G
                Under the Securities Exchange Act of 1934

Check the following box if a fee is being paid with this Statement


Item 1(b)      Name of Issuer:     Audiovox Corporation


Item 1(b) Address of Issuer's Principal Executive Offices:

          150 Marcus Blvd., Hauppauge, NY 11788
Item 2(a)      Name of Person Filing:

               Oppenheimer Group, Inc.

Item 2(b)      Address of Principal Business Office:

               Oppenheimer Tower, World Financial Center
               New York, New York 10281

Item 2(c)      Citizenship:

               Inapplicable

Item 2(d)      Title of Class of Securities:

               Common 

Item 2(e)      CUSIP Number:  050757103

                         
Item 3(g) ____X____ Parent Holding Company, in accordance with 
                         Section 240.13d - 1(b)(1)(ii)(G)  
                         See Exhibit I hereto

Item 4(a)      Amount Beneficially Owned:

                    Oppenheimer Group, Inc.      -O

Item 4(b)      Percent of Class:

                    Oppenheimer Group, Inc.      -O%  
PAGE

                                                 Page 4 of 7 Pages
Item 4(c)(i)   Sole Power to Vote or to direct the vote -
                    Oppenheimer Group, Inc.   -            0


Item 4(c)(ii)  Shared power to vote or to direct the vote - 
                    Oppenheimer Group, Inc.   0

Item 4(c)(iii) Sole power to dispose or to direct the disposition of -
                    Oppenheimer Group, Inc.   -            0

Item 4(c)(iv)  Shared power to dispose or to direct the disposition of -
                    Oppenheimer Group, Inc.   -  0


Item 5         Ownership to Five Percent or Less of a Class:
                    Inapplicable

Item 6         Ownership of More than Five Percent on Behalf of
                    Another Person:

                    Inapplicable

Item 7         Identification and Classification of the Subsidiary Which
               Acquired the Security Being Reported on By the Parent
               Holding Company: 

                    See Exhibit II hereto

Item 8         Identification and Classification of Members of the Group:
                    Inapplicable

Item 9         Notice of Dissolution of Group:
                    Inapplicable

Item 10        Certification:

            By signing below I certify that, to the best of my knowledge
            and belief, the securities referred to above were acquired in
            the ordinary course of business and were not acquired for the
            purpose of and do not have the effect of changing or
            influencing the control of the issuer of such securities and
            were not acquired in connection with or as a participant in
            any transaction having such purpose or effect.

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:       January 23, 1997

Signature:  By: /s/ Joyce L. Kramer    

Name/Title: Joyce L. Kramer, Assistant Secretary            


PAGE

                                         
                                           Page 5 of 7 pages
                                EXHIBIT I 

Oppenheimer Group, Inc. ("Oppenheimer Group") is a holding company which
owns directly and indirectly a variety of subsidiary companies
("Subsidiaries") including the companies identified on the exhibit to this
Schedule 13G engaged in various aspects of the financial services
business.  70.78% of the issued and outstanding common stock of Group is
owned by Oppenheimer & Co., L.P. ("Oppenheimer LP") a Delaware limited
partnership formed by the management of Oppenheimer.  The general and
limited partnership interests in Oppenheimer LP are owned by officers and
employees of Oppenheimer & Co., Inc., an indirect wholly-owned subsidiary
of Oppenheimer LP. 29.22% of Group's capital stock has been issued to
certain Oppenheimer LP warrantholders upon presentation for exercise of
warrants issued to various investors in Oppenheimer LP's 1986 Private
Placement.  Opco, an indirect wholly-owned subsidiary of Oppenheimer
Group, is a diversified investment banking and securities firm. 
Oppenheimer Financial Corp., a wholly-owned subsidiary of Oppenheimer
Group, is the sole general partner of Oppenheimer Capital, L.P. ("Opcap
LP"), a limited partnership which owns a majority interest in Oppenheimer
Capital general partnership, which carries on an investment advisory
business activity directly and through certain investment advisory
companies one of which serves as advisor to a group of mutual funds. 

The amendment to Schedule 13G is being filed by Oppenheimer Group as a
parent holding company pursuant to the provisions of Rule 13(d) - (1) (b)
on behalf of Oppenheimer LP and the Subsidiaries and/or certain investment
advisory clients or discretionary accounts of the Subsidiaries and
relating to their collective beneficial ownership of shares of common
stock of the Issuer.


                                                       Page 6 of 7 Pages

Management of the affairs of Oppenheimer Group, the Subsidiaries and of
certain advisory clients including decisions respecting dispositions
and/or voting of the shares of the common stock of the Issuer resides in
respective officers and directors of the Subsidiaries and is not directed
by Oppenheimer Group or Oppenheimer LP.   

Accordingly, the filing of this amendment to Schedule 13G by Oppenheimer
Group is not intended as, and should not be deemed, an acknowledgment of
beneficial ownership or shared voting or dispositive power by Oppenheimer
Group, Oppenheimer LP or any intermediary company of the shares of the
common stock of the Issuer owned by such Subsidiaries or investment
advisory clients of investment advisory clients, such beneficial ownership
or attribution or shared voting or dispositive power being disclaimed.



EXHIBIT1.696   
                                               

                                                 Page 7 of 7 Pages



                                     EXHIBIT II   

The Parent Holding Company is filing on behalf of Oppenheimer Financial
Corp., Oppenheimer Equities, Inc. and Oppenheimer Holdings, Inc. which
would be classified as Item 3(g), and Oppenheimer & Co., Inc. which would
be classified as Item 3(a).

     MIK8-EX-IIB

audiovox.197