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OMB APPROVAL
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UNITED STATES OMB Number: 3235-0145
SECURITIES AND EXCHANGE COMMISSION Expires: August 31, 1999
WASHINGTON, DC 20549 Estimated average burden
hours per form......14.90
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SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No.)1
PUROFLOW INCORPORATED
(Name of Issuer)
Common Stock, par value $.01 per share
(Title of Class of Securities)
746375 10 4
(CUSIP Number)
May 26, 1999
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
Rule 13d-1(b)
|X| Rule 13d-1(c)
Rule 13d-1(d)
1 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 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).
Page 1 of 6 Pages
<PAGE>
- ------------------------------ -----------------------------
CUSIP No. 746375 10 4 SCHEDULE 13G Page 2 of 6 Pages
- ------------------------------ -----------------------------
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1 NAMES OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
DAVID S. NAGELBERG
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)|_|
(See Instructions) (b)|_|
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3 SEC USE ONLY
- -------------------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
- -------------------------------------------------------------------------------
5 SOLE VOTING POWER
NUMBER OF 360,100
SHARES ----------------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 99,250
EACH ----------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 360,100
WITH ----------------------------------------------------
8 SHARED DISPOSITIVE POWER
99,250
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
459,350
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
|_|
- -------------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.7%
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12 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Item 1(a). Name of Issuer:
The name of the issuer of the class of equity
securities to which this statement relates is Puroflow
Incorporated, a Delaware corporation ("Issuer").
Item 1(b). Address of Issuer's Principal Executive Offices:
The Issuer's principal executive offices are located
at 16559 Saticoy Street, Van Nuys, California 91406.
Item 2(a). Name of Person Filing:
This statement is filed on behalf of David S.Nagelberg
("Nagelberg").
Item 2(b). Address of Principal Business Office or, if none, Residence:
Nagelberg's business address is c/o M.H. Meyerson & Co.,
Inc., P.O. Box 2142, Rancho Santa Fe, California
92067-2142.
Item 2(c). Citizenship:
Nagelberg is a citizen of the United States.
Item 2(d). Title of Class of Securities:
The class of equity securities to which this statement
relates is the common stock, par value $.01 per share, of the
Issuer ("Common Stock"). The percentage of beneficial
ownership reflected in this statement is based upon
8,100,321 shares of Common Stock outstanding at March 31,
1999, which number has been obtained from the Issuer's
filings with the Securities and Exchange Commission.
Item 2(e). CUSIP Number:
The CUSIP Number assigned to the Common Stock is 746375 10 4.
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or
13d-2(b) or (c), check whether the person filing is a:
(a) [ ] Broker or dealer registered under Section 15
of the Exchange Act.
(b) [ ] Bank as defined in Section 3(a)(6) of the Exchange
Act.
(c) [ ] Insurance company as defined in Section 3(a)(19) of
the Exchange Act.
(d) [ ] Investment company registered under Section 8 of the
Investment Company Act.
PAGE 3 OF 6 PAGES
<PAGE>
(e) [ ] An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E).
(f) [ ] An employee benefit plan or endowment fund in
accordance with Rule 13d-1(b)(1)(ii)(F).
(g) [ ] A parent holding company or control person in
accordance with Rule 13d-1(b)(ii)(G).
(h) [ ] A savings association as defined in Section 3(b) of
the Federal Deposit Insurance Act.
(i) [ ] A church plan that is excluded from the definition of
an investment company under Section 3(c)(14) of the
Investment Company Act.
(j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c), check
this box. |X|
Item 4. Ownership
Provide the following information regarding the aggregate
number and percentage of the class of securities of the
Issuer identified in Item 1.
(a) Amount beneficially owned:
The David S. Nagelberg Individual Retirement Account
("IRA"), of which Nagelberg is the grantor, directly owns
135,250 shares of Common Stock. Additionally, custodial
accounts opened by Nagelberg for the benefit of each of his
four children own an aggregate of 224,850 shares of Common
Stock ("Custodial Accounts"). The Nagelberg Family Trust,
David and Bette Nagelberg, Trustees UA DTD September 24, 1997
("Trust") directly owns 99,250 shares of Common Stock.
Nagelberg has sole voting and dispositive powers over 360,100
shares of Common Stock held in the IRA and the Custodial
Accounts. Nagelberg and Bette Nagelberg, as trustees of the
Trust, share voting and dispositive power over the 99,250
shares of Common Stock held by the Trust. Nagelberg has the
sole right to receive and the power to direct the receipt of
dividends from, or the proceeds from the sale of, the 360,100
shares of Common Stock held by the IRA and the Custodial
Accounts. Nagelberg and Bette Nagelberg share the right to
receive and the power to direct the receipt of dividends from,
or the proceeds from the sale of, the 99,250 shares of Common
Stock held by the Trust.
PAGE 4 of 6 PAGES
<PAGE>
(b) Percent of class:
Nagelberg may be deemed to beneficially own 459,350 shares
of the Issuer's Common Stock, or approximately 5.7% of
the outstanding shares of Common Stock.
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote:
360,100 shares
(ii) Shared power to vote or to direct the vote:
99,250 shares
(iii) Sole power to dispose or to direct the
disposition of: 360,100 shares
(iv) Shared power to dispose or to direct the
disposition of: 99,250 shares
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact
that as of the date hereof the reporting person has ceased to
be the beneficial owner of more than five percent of the class
of securities, check the following [ ].
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not Applicable
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company.
Not Applicable
Item 8. Identification and Classification of Members of the Group.
Not Applicable
Item 9. Notice of Dissolution of Group.
Not Applicable
Item 10. Certifications.
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above were
not acquired and are not held for the purpose of or with the
effect of changing or influencing the control of the issuer of
the securities and were not acquired and are not held in
connection with or as a participant in any transaction having
that purpose or effect.
PAGE 5 OF 6 PAGES
<PAGE>
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.
Dated: June 9, 1999
/s/ David S. Nagelberg
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David S. Nagelberg
PAGE 6 OF 6 PAGES
