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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Wilsons The Leather Experts Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
972463 10 3
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(CUSIP Number)
December 31, 1998
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(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)
[ ] Rule 13d-1(c)
[X] Rule 13d-1(d)
*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).
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 control number.
Page 1 of 5
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CUSIP No. 972463 10 3 13G
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1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
Joel N. Waller
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
Not Applicable
(b) |_|
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
- ------------------------------ ------- -----------------------------------------
5 SOLE VOTING POWER
1,038,285.3
NUMBER OF ------- -----------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 104,000
EACH
REPORTING ------- -----------------------------------------
PERSON 7 SOLE DISPOSITIVE POWER
WITH:
1,038,285.3
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8 SHARED DISPOSITIVE POWER
104,000
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,142,285.3
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10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
Not Applicable
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
10.5%
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12 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTION BEFORE FILLING OUT!
Page 2 of 5
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Item 1.
(a) Name of Issuer
Wilsons The Leather Experts Inc.
(b) Address of Issuer's Principal Executive Offices
7401 Boone Avenue North
Brooklyn Park, Minnesota 55428
Item 2.
(a) Name of Person Filing
Joel N. Waller
(b) Address of Principal Business Office or, if none, Residence
7401 Boone Avenue North
Brooklyn Park, Minnesota 55428
(c) Citizenship
United States
(d) Title of Class of Securities
Common Stock, $.01 par value
(e) CUSIP Number
972463 10 3
Item 3. If this statement is filed pursuant to ss.ss. 240.13d-1(b) or
240.13d-2(b) or (c), check whether the person filing is a:
(a)[ ] Broker or dealer registered under section 15 of the Act.
(b)[ ] Bank as defined in section 3(a)(6) of the Act.
(c)[ ] Insurance company as defined in section 3(a)(19) of the Act.
(d)[ ] Investment company registered under section 8 of the
Investment Company Act of 1940.
(e)[ ] An investment adviser in accordance with
ss. 240.13d-1(b)(1)(ii)(E).
(f)[ ] An employee benefit plan or endowment fund in accordance with
ss. 240.13d-1(b)(1)(ii)(F).
(g)[ ] A parent holding company or control person in accordance with
ss. 240.13d-1(b)(1)(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 of 1940.
(j)[ ] Group, in accordance with ss. 240.13d-1(b)(1)(ii)(J).
Not Applicable
Page 3 of 5
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Item 4. Ownership
(a) Amount Beneficially Owned
1,142,285.3
(b) Percent of Class
10.5%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote
1,038,285.3
(ii) Shared power to vote or to direct the vote
104,000
(iii) Sole power to dispose or to direct the disposition of
1,038,285.3
(iv) Shared power to dispose or to direct the disposition of
104,000
See Item 6 for further information regarding the nature of the
reporting person's beneficial ownership of certain of the
above-referenced 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 [ ].
Not Applicable
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
The shares listed in Item 4 under shared power include (i) 100,000
shares of Common Stock owned by the Waller Family Limited Partnership
(the "Partnership"), (ii) 3,000 shares of Common Stock owned by Mr.
Waller's spouse and Mr. Waller's mother jointly (the reporting person
disclaims beneficial ownership of such shares), and (iii) 1,000 shares
of Common Stock owned by Mr. Waller's spouse (the reporting person
disclaims beneficial ownership of such shares). Mr. Waller and Mr.
Waller's spouse are the general partners of the Partnership. The
Partnership has the right to receive dividends from, and the proceeds
of the sale of, the shares of Common Stock held by it.
The shares listed in Item 4 under sole power include 33,000 options to
purchase Common Stock. The options are currently fully exercisable.
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. Certification
Not Applicable
Page 4 of 5
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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.
February 11, 1999
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Date
/s/ Joel N. Waller
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Signature
Joel N. Waller
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Name/Title
The original statement shall be signed by each person on whose behalf
the statement is filed or his authorized representative. If the statement is
signed on behalf of a person by his authorized representative other than an
executive officer or general partner of the filing person, evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
NOTE: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See ss. 240.13d-7 for other
parties for whom copies are to be sent.
Attention: Intentional misstatements or omissions of fact constitute
Federal criminal violations (See 18 U.S.C. 1001)
Page 5 of 5
