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OMB APPROVAL
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UNITED STATES OMB Number: 3235-0145
SECURITIES AND EXCHANGE COMMISSION Expires: December 31,1997
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. 6 ) *
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Waxman Industries Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
94412410
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(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 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).
SEC 1745 (2-95)
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CUSIP No. 94412410 13G Page 2 of 5 Pages
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1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
WEISS, PECK & GREER, L.L.C.
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) / /
(b) /X/
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
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SOLE VOTING POWER
5
-0-
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NUMBER OF
SHARES SHARED VOTING POWER
BENEFICIALLY 6
OWNED BY 791,400
EACH --------------------------------------------------
REPORTING SOLE DISPOSITIVE POWER
PERSON 7
WITH -0-
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SHARED DISPOSITIVE POWER
8
791,400
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
791,400
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
X
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.03%
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12 TYPE OF REPORTING PERSON *
BD, IA
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Cusip No. 94412410 Page 3 of 5
Item 1(a). Name of Issuer: Waxman Industries Inc.
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Item 1(b). Address of Issuer's Principal Executive Office:
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24460 Aurora Road
Bedford, Heights, OH 44146
Item 2(a). Name of Person Filing: Weiss, Peck & Greer, L.L.C. ("WPG")
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Item 2(b). Address of Principal Business Office, or if None, Residence:
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One New York Plaza
New York, NY 10004
Item 2(c). Citizenship:
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WPG is a limited liability company, organized under the laws
of the State of Delaware
Item 2(d). Title of Class of Securities: Common Stock
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Item 2(e). CUSIP Number: 94412410
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Item 3. If this statement is Filed Pursuant to Rules 13d-1(b) or
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13d-2(b), Check Whether the Person Filing is a:
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(a) ( X ) Broker or Dealer registered under
Section 15 of the Securities Exchange
Act of 1934 (the "Act")
(b) ( ) Bank as defined in Section 3(a)(6) of the
Act
(c) ( ) Insurance Company as defined in
Section 3(a)(19) of the Act
(d) ( ) Investment Company registered under Section 8
of the Investment Company Act of 1940
(e) ( X ) Investment Adviser registered under
Section 203 of the Investment Advisers Act
of 1940
(f) ( ) Employee Benefit Plan, Pension Fund
which is subject to the provisions of the
Employee Retirement Income Security Act of
1974 or Endowment Fund; see
Sec. 240.13d-1(b)(1)(ii)(F)
(g) ( ) Parent Holding Company, in accordance with
Sec. 240.13d-1(b)(ii)(G) (Note: See Item 7)
(h) ( ) Group, in accordance with paragraph
240.13d-1(b)(1)(ii)(H)
Item 4. Ownership:
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(a) Amount Beneficially Owned: 791,400 as of
December 31, 1997.
(b) Percent of Class: 8.03% (based on the 9,856,000
shares of common stock reported to be outstanding
in the Form 10-Q filed for the period ending
December 31, 1997).
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Cusip No. 94412410 Page 4 of 5
(c) Number of shares as to which such person has:
(i) sole power to vote: -0-
(ii) shared power to vote or to direct the vote: 791,400
(iii) sole power to dispose or to direct the
disposition of: -0-
(iv) shared power to dispose or to direct the
disposition of: 791,400
Item 5. Ownership of Five Percent or Less of a Class:
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Not applicable.
Item 6. Ownership of More Than Five Percent on Behalf of Another
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Person:
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This Statement on Schedule 13G ("Schedule 13G") is filed by WPG, a Delaware
limited liability company which is registered as a broker-dealer under Section
15 of the Act, and as an investment adviser under Section 203 of the
Investment Advisers Act of 1940, as amended.
This Schedule 13G is being filed with respect to 791,400 of common stock of
Waxman Industries Inc. (the "Common Stock") held by WPG at December 31, 1997
for the discretionary accounts of certain clients. By reason of Rule 13d-3
under the Act, WPG may be deemed to be a "beneficial owner" of such Common
Stock. WPG expressly disclaims beneficial ownership of the Common Stock. Each
client has the right to receive or the power to direct the receipt of
dividends from, or the proceeds from the sale of, such Common Stock purchased
for his account. To the knowledge of WPG, no person has the right to receive
or the power to direct the receipt of dividends from, or the proceeds from the
sale of, such Common Stock which represents more than 5% of the outstanding
shares of the Common Stock referred to in Item 4(b) hereof.
This Schedule 13G is not being filed with respect to the shares of Common
Stock which may be owned by principals of WPG, or by their respective spouses,
or as custodian or trustee for their respective family members or by their
respective family foundations, since WPG does not possess or share voting or
investment power with respect to such Common Stock. Each of such principals
disclaims, pursuant to Rule 13d-4, that he or she is the beneficial owner,
within the meaning of Rule 13d-3, of the shares of Common Stock owned by the
various parties referred to in this Schedule 13G, other than such shares as
the respective principal owns of record.
Item 7. Identification and Classification of the Subsidiary Which
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Acquired the Security Being Reported on By the Parent
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Holding Company:
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Not applicable.
Item 8. Identification and Classification of Members of the Group:
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Not applicable.
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Cusip No. 94412410 Page 5 of 5
Item 9. Notice of Dissolution of the Group:
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Not applicable.
Item 10. Certification:
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By signing below, Richard S. Pollack, General Counsel of WPG, certifies that,
to the best of his knowledge and belief, securities referred to above as being
held or owned beneficially by WPG were acquired in the ordinary course of
business and were not acquired for the purpose of and do not have the effect
of changing or influencing the control of the issuer of such securities and
were not acquired in connection with or as a participant in any transaction
having such purpose or effect.
SIGNATURE
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After reasonable inquiry and to the best of his knowledge and belief, the
undersigned certifies that the information set forth in this statement is
true, complete and correct.
Dated: February 9, 1998
WEISS, PECK & GREER, L.L.C.
By: /s/ Richard S. Pollack
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Richard S. Pollack
General Counsel
Attention: Intentional misstatements or omissions of fact constitute
Federal criminal violations (see 18 U.S.C. 1001).
