<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
OLYMPIC CASCADE FINANCIAL CORPORATION
-------------------------------------
(Name of Issuer)
Gary Aron Rosenberg
------------------------------------
(Name of person(s) filing Statement)
Common Shares, $0.02 par value per share
----------------------------------------
(Title of Class of Securities)
637605205
--------------
(CUSIP Number)
June 17, 1997
-------------------------------------------------------
(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 which is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13-1 (b) (3) or (4), check the following: [ ]
Check the following box if a fee is being paid with this statement: [X]
<PAGE> 2
CUSIP NO. 637605205
(1) Names of Reporting Persons Gary Aron Rosenberg
S.S. or I.R.S. Identification ###-##-####
Nos. of Above Persons 1
(2) Check the appropriate Box (a)
if a Member of a Group (b)
(3) SEC Use Only
(4) Source of Funds OO
(5) Check if Disclosure of Legal
Proceedings is Required Pursuant
to Items 2(d) or 2(e)
(6) Citizenship or Place of
Organization United States
Number of Shares (7) Sole Voting Power
Beneficially Owned by 0
--------
Each Reporting (8) Shared Voting
Person With 0
--------
(9) Sole Dispositive
0
--------
(10) Shared Dispositive
Power 0
--------
(11) Aggregate Amount Beneficially
Owned by Each Reporting Person 122,194
--------
(12) Check if the Aggregate Amount
in Row (11) Excludes Certain Shares
(13) Percent of Class Represented
by Amount in Row 11 7.5%
--------
(14) Type of Reporting Person IN
<PAGE> 3
SCHEDULE 13D
Item 1. Security and Issuer.
Name of Issuer: Olympic Cascade Financial Corporation ("Olympic")
Address of Issuer's Principal Executive Offices:
1001 Fourth Avenue, Suite 2200
Seattle, Washington 98154
Security: Common Shares, $0.02 par value per share ("Shares").
Item 2. Identity and Background.
(a) Name of person filing: Gary Aron Rosenberg ("Rosenberg")
(b) Residence Address: 1427 North State Parkway
Chicago, IL 60610
(c) Present principal occupation and address:
Director
Olympic Cascade Financial Corporation
1001 Fourth Avenue
Suite 2200
Seattle, Washington 98154
(d) During the last five years, Rosenberg has not been convicted
in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) During the last five years, Rosenberg has not been subject to a
judgment, decree or final order enjoining future violations of or mandating
activities subject to federal or state securities laws, or finding any violation
with respect to such laws.
(f) Citizenship: Rosenberg is a citizen of the United States of
America.
Item 3. Source and Amount of Funds or Other Consideration.
Rosenberg was granted options to purchase 50,000 Shares on 2/6/97,
options to purchase 25,000 Shares on 6/17/97, and options to purchase 35,000
Shares on 11/11/97 through Olympic's stock option plans.
<PAGE> 4
Item 4. Purpose of the Transaction.
Rosenberg was granted the options to purchase Shares through Olympic's
stock option plans.
Except as otherwise disclosed herein, Rosenberg, in his capacity as a
beneficial owner of the options to purchase Shares is not formally considering
any plans or proposals which relate to or would result in any of the following:
(a) the acquisition by any person of additional securities of Olympic, or the
disposition of securities of Olympic; (b) an extraordinary corporate
transaction, such as a merger, reorganization, or liquidation, involving Olympic
or any of its subsidiaries; (c) a sale or transfer of any material amount of
assets of Olympic or any of its subsidiaries; (d) any change in Olympic's Board
of Directors or management; (e) any material change in the present
capitalization or dividend policy of Olympic; (f) any material change in
Olympic's business, corporate structure, charter or bylaws; (g) any change which
would impede the acquisition of control of Olympic by any person; (h) causing
any class of securities of Olympic to be delisted; (I) Olympic common stock to
be eligible to be deregistered under the Securities Exchange Act of 1934; or (j)
any actions similar to those enumerate above.
Item 5. Interest in Securities of the Issuer.
(a) Following the grants referenced above and adjustments for the 5%
stock dividends distributed to Shareholders in May, September and December 1997,
as of the date hereof, Rosenberg directly owns options to purchase 122,194
Shares, representing in the aggregate approximately 7.5% of the total
outstanding Shares of Olympic if exercised. Rosenberg is deemed to own Shares by
virtue of options to purchase (i) 57,881 Shares at an exercise price of $7.11
per Share; (ii) 27,563 Shares at an exercise price of $5.44 per Share; and (iii)
36,750 Shares at an exercise price of $5.36 per Share. The above percentage
ownership calculation assumes 1,638,669 Shares of Olympic are issued and
outstanding, and assumes exercise of Rosenberg's options. (b) Until Rosenberg
exercises his options, he does not possess the sole power to vote or to direct
the vote, the shared power to vote or to direct the vote, the sole power to
dispose or to direct the disposition, or the shared power to dispose or to
direct the disposition of the underlying Shares represented by the options.
(c) Not applicable.
(d) Not applicable.
(e) Not applicable.
<PAGE> 5
Item 6. Contracts, Arrangements, Understanding or Relationships with Respect to
Securities of the Issuer.
Not applicable.
Item 7. Material to be Filed as Exhibits.
None.
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.
/s/ GARY ARON ROSENBERG
-------------------------
Gary Aron Rosenberg
2/17/98
--------------------------
Date
