VOLT INFORMATION SCIENCES INC
SC 13G/A, 1998-02-13
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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. 12 )*



                         Volt Information Sciences, Inc.
- --------------------------------------------------------------------------------
                                (Name of Issuer)

                          Common Stock, $.10 par value
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)

                                   928703 10 7
               ---------------------------------------------------
                                 (CUSIP Number)



Check the  following  box if a fee is being paid with the  statement . (A fee is
not required only if the reporting 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 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).


<PAGE>



                                       13G


- ---------------------                                          -----------------
CUSIP NO. 928703 10 7                                          PAGE 2 OF 5 PAGES
- ---------------------                                          -----------------


- --------------------------------------------------------------------------------
     1        NAME OF REPORTING PERSON
              S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

              Jerome Shaw
- --------------------------------------------------------------------------------
     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
- --------------------------------------------------------------------------------
        NUMBER OF                5       SOLE VOTING POWER
          SHARES
       BENEFICIALLY                          163,897
         OWNED BY             --------------------------------------------------
           EACH                  6       SHARED VOTING POWER         
        REPORTING                                                    
          PERSON                           3,033,466
           WITH               --------------------------------------------------
                                 7       SOLE DISPOSITIVE POWER

                                             163,897
                              --------------------------------------------------
                                 8       SHARED DISPOSITIVE POWER

                                           3,033,466
- --------------------------------------------------------------------------------
     9        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

                         3,197,363
- --------------------------------------------------------------------------------
    10        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN 
              SHARES*                                                      [X]

- --------------------------------------------------------------------------------
    11        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

                         20.5 %
- --------------------------------------------------------------------------------
    12        TYPE OF REPORTING PERSON*

                         IN
- --------------------------------------------------------------------------------
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!



<PAGE>


                                       13G


- ---------------------                                          -----------------
CUSIP NO. 928703 10 7                                          PAGE 3 OF 5 PAGES
- ---------------------                                          -----------------


                                   Jerome Shaw
                               Amendment No. 12 to
                                  Schedule 13G

Item 1 (a)      Name of Issuer:
                --------------

                Volt Information Sciences, Inc.

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

                1221 Avenue of the Americas, 47th Floor
                New York, New York 10020-1579

Item 2 (a)      Name of Person Filing:
                ---------------------

                Jerome Shaw

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

                c/o Volt Information Sciences, Inc.
                1221 Avenue of the Americas, 47th Floor
                New York, New York 10020-1579

Item 2 (c)      Citizenship:
                -----------
                United States of America

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

                Common Stock, $.10 par value per share (the "Common Stock").

Item 2 (e)      CUSIP Number:
                ------------

                928703 10 7

Item 3.         Statements filed pursuant to Rules 13d-1(b) or 13d-2(b):
                -------------------------------------------------------

                Not applicable.

Item 4.         Ownership:
                ---------

                The following information is at December 31, 1997:

                (a)     Amount Beneficially Owned: 3,197,363 shares. Pursuant to
                        the  rules of the  Securities  and  Exchange  Commission
                        respecting beneficial ownership, includes 120,000 shares
                        which  were not  actually  outstanding  but  which  were
                        issuable   upon   exercise   of  options   held  by  the
                        undersigned,  each of which are presently exercisable in
                        full. Such

<PAGE>


                                       13G


- ---------------------                                          -----------------
CUSIP NO. 928703 10 7                                          PAGE 4 OF 5 PAGES
- ---------------------                                          -----------------


                        shares are  considered  outstanding  for the  purpose of
                        computing  the "Percent of Class"  below.  Also includes
                        (i)  4,655  shares  held for the  undersigned's  benefit
                        under the Company's  Employee Stock Ownership Plan as at
                        May 31, 1997 (the  latest  date as of which  information
                        concerning plan  allocations is available),  (ii) 29,792
                        shares  held for the  undersigned  under  the  Company's
                        401(k)  Savings Plan,  (iii)  2,797,216  shares owned of
                        record by the  undersigned and his wife as trustees of a
                        revocable trust for their benefit, as to which they have
                        shared  voting and  investment  power  (pursuant  to the
                        terms of which the  undersigned  may  demand  that these
                        shares be transferred  back to him at any time) and (iv)
                        236,250  shares owned of record by the  undersigned  and
                        his  wife as  trustees  for one of his  children  (as to
                        which the undersigned and his wife may be deemed to have
                        shared  voting and  investment  power;  the reporting of
                        these shares is not an admission of beneficial ownership
                        of such 236,250 shares). Excludes 6,650 shares of Common
                        Stock beneficially  owned by the undersigned's  wife, as
                        to which  shares the  undersigned  disclaims  beneficial
                        ownership.

                (b)     Percent of Class:          20.5%

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

                        (i)     sole power to vote or direct the vote -

                                163,897 shares.

                        (ii)    shared power to vote or direct the vote -

                                3,033,466 shares.

                        (iii)   sole power to dispose or direct the  disposition
                                of -

                                163,897 shares.

                        (iv)    shared   power  to  dispose  or  to  direct  the
                                disposition of -

                                3,033,466 shares.

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

                Not applicable.

Item 6.         Ownership of More than Five Percent on Behalf of Another Person:
                ---------------------------------------------------------------

                Not applicable.



<PAGE>


                                       13G


- ---------------------                                          -----------------
CUSIP NO. 928703 10 7                                          PAGE 5 OF 5 PAGES
- ---------------------                                          -----------------


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.




                                    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:  February 12, 1998



                                                        /s/  Jerome Shaw
                                                 -------------------------------
                                                          Jerome Shaw




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