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


SCHEDULE 13D
Under the Securities Exchange Act of 1934

(Final Amendment)

Meade Instruments Corp.
(Name of Issuer)

Common Stock, par value $0.01 per share
(Title of Class of Securities)

583062203
(CUSIP Number)

Simon M. Lorne, Esq.
Millennium Management LLC
666 Fifth Avenue, 8th Floor
New York, New York 10103
(212) 841-4100
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

August 14, 2009
(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 o .


SCHEDULE 13D

CUSIP No. 583062203
1
NAMES OF REPORTING PERSONS

Millennium Partners, L.P.
2
 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)   o
(b)   þ
3
SEC USE ONLY
4
SOURCE OF FUNDS

WC, OO
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

 
þ
6
CITIZENSHIP OR PLACE OF ORGANIZATION

Cayman Islands
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
7
SOLE VOTING POWER

-0-
8
SHARED VOTING POWER

26,315 (See Items 5 and 6)
 
9
SOLE DISPOSITIVE POWER

-0-
 
10
SHARED DISPOSITIVE POWER

26,315 (See Items 5 and 6)
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

26,315 (See Items 5 and 6)
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  

 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

2.3%
14
TYPE OF REPORTING PERSON

PN