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OMB APPROVAL
UNITED STATES OMB Number: 325-0145
SECURITIES AND EXCHANGE COMMISSION Expires: October 31, 1994
Washington, D.C. 20549 Estimated average burden
hours per response . . . . . . 14.90
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SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. __________)*
ARTHUR TREACHER'S, INC.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
042901306
(CUSIP Number)
Check the following box if a fee is being paid with this statement o. (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).
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CUSIP NO. 042901306 Page 2 of 6 Pages
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1. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Bruce R. Galloway
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
(b)
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
5. SOLE VOTING POWER
843,916
NUMBER OF
SHARES 6. SHARED VOTING POWER
BENEFICIALLY 0
OWNED BY
EACH 7. SOLE DISPOSITIVE POWER
REPORTING 1,807,334
PERSON
WITH 8. SHARED DISPOSITIVE POWER
0
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,807,334
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
12.4%
12. TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
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Item 1.
(a) Name of Issuer
Arthur Treacher's, Inc.
(b) Address of Issuer's Principal Executive Offices
7400 Baymeadows Way, Suite 300
Jacksonville, Florida 32256
Item 2.
(a) Name of Person Filing
Bruce R. Galloway
(b) Address of Principal Business Office or, if none, Residence
Burnham Securities Inc.
1325 Avenue of the Americas
17th Floor
New York, NY 10119
(c) Citizenship
United States of America
(d) Title of Class of Securities
Common Stock
(e) CUSIP Number
042901306
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), check
whether the person filing is a:
(a) o Broker or Dealer registered under Section 15 of the Act
(b) o Bank as defined in section 3(a)(6) of the Act
(c) o Insurance Company as defined in section 3(a)(19) of the act
(d) o Investment Company registered under section 8 of the Investment
Company Act
(e) o Investment Adviser registered under section 203 of the
Investment Advisers Act of 1940
(f) o Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee Retirement Income Security Act of
1974 or Endowment Fund; see ss.240.13d-1(b)(1)(ii)(F)
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(g) o Parent Holding Company, in accordance with
ss.240.13d-1(b)(ii)(G) (Note: See Item 7)
(h) o Group, in accordance with ss.240.13d-1(b)(1)(ii)(H)
Item 4. Ownership
If the percent of the class owned, as of December 31 of the year
covered by the statement, or as of the last day of any month described in Rule
13d-1(b)(2), if applicable, exceeds five percent, provide the following
information as of that date and identify those shares which there is a right to
acquire.
(a) Amount Beneficially Owned
1,807,334 shares. Includes warrants to purchase 430,000 shares
of common Stock at a purchase price of $1.51, which warrants
are exercisable through May 31, 2001. Includes warrants to
purchase 250,000 shares of Common Stock at an exercise price
of $3.00 per share, exercisable through December 31, 2002.
(b) Percent of Class
12.4%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote 1,807,334
(ii) shared power to vote or to direct the vote 0
(iii) sole power to dispose or to direct the disposition of 1,807,334
(iv) shared power to dispose or to direct the disposition of 0
Instruction: For computation regarding securities which represent a right
to acquire an underlying security see Rule 13d-3(d)(1).
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 o.
Instruction: Dissolution of a group requires a response to this item.
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Item 6. Ownership of More than Five Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power
to direct the receipt of dividends from, or the proceeds from the sale of, such
securities, a statement to that effect should be included in response to this
item and, if such interest relates to more than five percent of the class, such
person should be identified. A listing of the shareholders of an investment
company registered under the Investment Company Act of 1940 or the beneficiaries
of employee benefit plan, pension fund or endowment fund is not required.
Not Applicable
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company
If a parent holding company has filed this schedule, pursuant to Rule
13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the
identity and the Item 3 classification of the relevant subsidiary. If a parent
holding company has filed this schedule pursuant to Rule 13d- 1(c), attach an
exhibit stating the identification of the relevant subsidiary.
Not Applicable
Item 8. Identification and Classification of Members of the Group
If a group has filed this schedule pursuant to Rule 13d-1(b)(ii)(H), so
indicate under Item 3(h) and attach an exhibit stating the identity and Item 3
classification of each member of the group. If a group has filed this schedule
pursuant to Rule 13d-1(c), attach an exhibit stating the identity of each member
of the group.
Not Applicable
Item 9. Notice of Dissolution of Group
Notice of dissolution of a group may be furnished as an exhibit stating
the date of the dissolution and that all further filings with respect to
transactions in the security reported on will be filed, if required, by members
of the group, in their individual capacity. See Item 5.
Not Applicable
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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.
2/13/98
Date
/s/Bruce Galloway
Signature
Bruce R. Galloway, Chairman of the Board
Name
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