FREEDOM SECURITIES CORP /DE/
SC 13G, 1999-02-12
SECURITY BROKERS, DEALERS & FLOTATION COMPANIES
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13G

                    Under the Securities Exchange Act of 1934



                         Freedom Securities Corporation
                                (Name of Issuer)

                     Common Stock, $.01 par value per share
                         (Title of Class of Securities)

                                  35644 K 10 3
                                 (CUSIP Number)



Check the following box if a fee is being paid with this  statement  |_|. (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
disclosures provided in a prior cover page.

The information required on 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).


<PAGE>
                                  SCHEDULE 13G

CUSIP No.   35644 K  10  3
         

1.   NAME OF REPORTING PERSON - Thomas H. Lee Equity Trust III

     S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON - 04-3279871

2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP   (a) [ ]
                                                        (b) [X]


3.   SEC USE ONLY


4.   CITIZENSHIP OR PLACE OF ORGANIZATION

     Massachusetts

                                       5.    SOLE VOTING POWER
                                                0
NUMBER OF
SHARES                                 6.    SHARED VOTING POWER
BENEFICIALLY                                    4,517,606
OWNED BY
EACH                                   7.    SOLE DISPOSITIVE POWER
REPORTING                                       0
PERSON WITH
                                       8.     SHARED DISPOSITIVE POWER
                                                4,517,606


9.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

      4,517,606

10.  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
     CERTAIN SHARES


11.  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

     21.77%

12.  TYPE OF REPORTING PERSON

     PN





                                      - 2 -

<PAGE>


CUSIP No. 35644 K 10 3                                        Page 3 of 6
          

Item 1(a).  Name of Issuer:

     Freedom Securities Corporation

Item 1(b).  Address of Issuer's Principal Executive Offices:

     One Beacon Street
     Boston, Massachusetts  02108

Item 2(a).  Name of Person Filing:

     See Item (1) of the cover pages

Item 2(b).  Address of Principal Business Office:

     c/o Thomas H. Lee Company
     75 State Street
     Boston, MA 02109

Item 2(c).  Citizenship:

     See item (4) of cover pages

Item 2(d).  Title of Class of Securities:

     Common Stock

Item 2(e).  CUSIP Number:

     35644 K 10 3

Item 3.     Nature of Person Filing:

     Not applicable



                                      - 3 -

<PAGE>


CUSIP No. 35644 K 10 3                                         Page 4 of 6
         



Item 4.     Ownership:

     (a)    Amount Beneficially Owned:
            See item (9) of cover pages

     (b) Percent of Class:

            See item (11) of cover pages

     (c) Number of shares as to which such person has:

            (i)     sole power to vote or to direct the vote:
                    See item (5) of cover pages
            (ii)    shared power to vote or to direct the vote:  See item (6) of
                    cover pages
            (iii)   sole power to dispose or to direct the  disposition  of: See
                    item (7) of cover pages
            (iv)    shared power to dispose or to direct the disposition of: See
                    item (8) of cover pages

     Due to an existing  arrangement  among  Thomas H. Lee Equity  Advisors  III
Limited  Partnership,  THL Equity Trust III and the reporting person,  Thomas H.
Lee Equity Advisors III Limited  Partnership and THL Equity Trust III could each
be deemed  to  beneficially  own the  shares of the  reporting  person  reported
herein.  Thomas H. Lee Equity  Advisors III Limited  Partnership  and THL Equity
Trust each disclaim beneficial ownership of such shares.

Item 5.     Ownership of Five Percent or Less of Class:

     Not applicable

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



                                      - 4 -

<PAGE>


CUSIP No. 35644 K 10 3                                         Page 5 of 6
          


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.





                                      - 5 -

<PAGE>


CUSIP No. 35644 K 10 3                                       Page 6 of 6
          



                                    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.

                      THOMAS H. LEE EQUITY TRUST III

                      

                      By:    /s/Thomas Hagerty
                             Name:   Thomas Hagerty

Dated:  February  12, 1999




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