SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO 13d-2(b)
(Amendment No. 1)(1)
AUDIO BOOK CLUB, INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
05068R 10 8
(CUSIP Number)
December 31, 1998
(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)
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(1) 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 1 of 5 Pages
<PAGE>
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CUSIP No. 05068R108 13G Page 2 of 5 Pages
- ----------------------------- -------------------
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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Howard Herrick
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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
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NUMBER OF SHARES 5 SOLE VOTING POWER
BENEFICIALLY 3,941,100 as of 12/31/98 (includes currently
OWNED BY exercisable options to purchase 250,000 shares)
EACH ---------------------------------------------------------
PERSON 6 SHARED VOTING POWER
REPORTING
WITH None
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7 SOLE DISPOSITIVE POWER
2,964,180 as of 12/31/98 (includes currently
exercisable options to purchase 250,000 shares)
---------------------------------------------------------
8 SHARED DISPOSITIVE POWER
None
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,941,100 as of 12/31/98 (includes currently exercisable options to
purchase 250,000 shares)
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* |_|
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
53.8%
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12 TYPE OF REPORTING PERSON
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 2 of 5 Pages
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Item 1(a). Name of Issuer:
AUDIO BOOK CLUB, INC.
Item 1(b). Address of Issuer's Principal Executive Offices:
2295 Corporate Boulevard, N.W., Suite 222 Boca Raton,
FL 33431
Item 2(a). Name of Person Filing:
This Amendment No. 1 to Schedule 13G is filed on behalf of
Howard Herrick (the "Reporting Person").
Item 2(b). Address of Principal Business Office or, if None, Residence:
Audio Book Club, Inc.
2295 Corporate Boulevard, N.W., Suite 222
Boca Raton, FL 33431
Item 2(c). Citizenship:
Mr. Herrick is a United States citizen.
Item 2(d). Title of Class of Securities:
Common Stock, no par value
Item 2(e). CUSIP Number:
05068R108
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or
13d-2(b), check whether the person filing is a:
(a) - (j): Not applicable.
Item 4. Ownership:
(a) Amount Beneficially Owned: At December 31, 1998, the
Reporting Person beneficially owned 3,941,100 shares, consisting
of: (i) 2,714,180 shares held by N. Herrick Irrevocable ABC
Trust, of which the Reporting Person is the sole trustee, (ii)
488,460 shares held by M.E. Herrick Irrevocable Trust, of which
the Reporting Person is the sole trustee, (iii) 488,460 shares
owned by the Reporting Person, and (iv) 250,000 shares issuable
upon the exercise of stock options granted to the Reporting
Person. The Reporting Person has granted sole dispositive rights
in the shares referred to in (ii) and (iii) above to Mr. Norton
Herrick
Page 3 of 5 Pages
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but the Reporting Person has maintained voting rights over such
shares.
(b) Percent of Class: As of December 31, 1998 the Reporting
Person beneficially owned 53.8% of the Common Stock. This
percentage calculation was based on 7,078,920 shares of Common
Stock outstanding as of December 31, 1998.
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
3,941,100 (includes currently
exercisable options to purchase 250,000
shares)
(ii) shared power to vote or to direct the vote:
None.
(iii) sole power to dispose or to direct the disposition of:
2,964,180 (includes currently
exercisable options to
purchase 250,000 shares)
(iv) shared power to dispose or to direct the disposition
of:
None.
Item 5. Ownership of Five Percent or Less of a 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.
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 Pages
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SIGNATURE
After reasonable inquiry and to the best of the undersigned's knowledge and
belief, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Date: February __, 1999
Signature:
Name/Title: Howard Herrick
Page 5 of 5 Pages
