SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Zale Corporation
(Name of Issuer)
Common Stock
(Title of Class of Securities)
988858106
(CUSIP Number)
*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 Notes).
<PAGE>
CUSIP NO.: 988858106
1. Name of reporting person S.S. or I.R.S. Identification No.
of reporting person: Lynch & Mayer, Inc.; 35-1654568
2. Check the appropriate box if a member of a group
(a) [ ]
(b) [X]
3. SEC use only . . . . . . . . . . . . . . . . . . . . .
4. Citizenship or place of organization: Indiana
Number of shares beneficially owned by reporting person with:
5. Sole voting power: Not Applicable
6. Shared voting power: 2,659,855
7. Sole dispositive power: Not Applicable
8. Shared dispositive power: 2,659,855
9. Aggregate amount beneficially owned by reporting
person: 2,659,855
10. Check if the aggregate amount in row (9) excludes certain
shares: Not Applicable
11. Percent of class represented by amount in row (9): 7.6%
12. Type of reporting person: IA
<PAGE>
Item 1 (a) Name of Issuer: Zale Corporation
Item 1 (b) Address of issuer's principal executive office:
901 West Walnut Hill Lane
Irving, TX 75038-1003
Item 2 (a) Name of person filing: Lynch & Mayer, Inc.
Item 2 (b) Address of principal business office:
520 Madison Avenue
New York, NY 10022
Item 2 (c) Citizenship: Indiana Corporation
Item 2 (d) Title of class of securities: Common stock
Item 2 (e) CUSIP No.: 988858106
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) [ ] Broker or dealer
(b) [ ] Bank
(c) [ ] Insurance company
(d) [ ] Investment company
(e) [X] Investment adviser
(f) [ ] Employee Benefit Plan,
or Endowment Fund
(g) [ ] Parent Holding Company
(h) [ ] Group
Item 4 Ownership:
(a) Amount beneficially owned: See No.9 on cover page.
(b) Percent of class: See No.11 on cover page.
Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
(ii)shared power to vote or to direct the vote
(iii)sole power to dispose or to direct the
disposition of
(iv) shared power to dispose or to direct the
disposition of
See Nos.5, 6, 7 and 8 on cover page.
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:
By signing below the undersigned certifies that, to the best
of his knowledge and belief, the securities referred to above
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
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 7, 1997
LYNCH & MAYER, INC.
By: /S/HOWARD M. KAUFMAN
Name: Howard M. Kaufman
Title: Senior Vice President
