UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Amendment No. 1
ZALE CORPORATION
(Name or Issuer)
COMMON STOCK
(Title of Class of Securities)
988858106
(CUSIP Number)
Check the following box if a fee is being paid with this __. (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 13d7).
*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).
CUSIP No. 988858106 13G Page 2 of 4 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
DIETCHE & FIELD ADVISERS, INC.
133238392
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
B) X
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
437 MADISON AVENUE, NEW YORK, NY 10022
5 SOLE VOTING POWER
0%
6 SHARED VOTING POWER
N/A
7 SOLE DISPOSITIVE POWER
N/A
8 SHARED DISPOSITIVE POWER
N/A
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON: 0
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES* N/A
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0%
12 TYPE OF REPORTING PERSON*
CO IA
Because of the public nature of the information, the Commission can
utilize it for a variety of purposes, including referral to other
governmental authorities or securities self regulatory organizations for
investigatory purposes or in connection with litigation involving the
Federal securities laws or other civil, criminal or regulatory statutes or
provisions. Social Security or I.R.S. identification numbers, if
furnished, will assist the Commission in identifying security holders
and, therefore, in promptly processing statements of beneficial
ownership of securities.
Failure to disclose the information requested by this schedule, except
for Social Security or I.R.S. identification numbers, may result in civil
or criminal action against the persons involved for violation of the
Federal securities laws and rules promulgated thereunder.
GENERAL INSTRUCTIONS
A. Statements containing the information required by this schedule
shall be filed not later than February 14 following the calendar year
covered by the statement or within the time specified in Rule 13d-
l(b)(2), if applicable.
B. Information contained in a form which is required to be filed by
rules under section 13(f) (15 U.S.C. 78m(f) for the same calendar year
as that covered by a statement on this schedule may be incorporated by
reference in response to any of the items of this schedule. If such
information is incorporated by reference in this schedule, copies of the
relevant pages of such form shall be filed as an exhibit to this
schedule.
C. The item numbers and captions of the items shall be included but
the text of the items is to be omitted. The answers to the items shall
be so prepared as to indicate clearly the coverage of the items without
referring to the text of the items. Answer every item. If an item is
inapplicable or the answer is in the negative, so state.
Item 1.
(a) Name of Issuer. ZALE CORPORATION
(b) Address of Issuer's Principal Executive Offices
1840 CENTURY PARK EAST
LOS ANGELES, CA 90067-2199
Item 2.
(a) Name of Person Filing
DIETCHE & FIELD ADVISERS, INC.
(b) Address of Principal Business Office or, if none, Residence
437 MADISON AVENUE
NEW YORK, NY 10022
c) Citizenship U.S.A.
(d) Title of Class of Securities COMMON STOCK
(e) CUSIP Number: 988858106
Item 3. If this statement is filed pursuant to Rule 13d-l(b),
or 13d-2(b), check whether the person filing is a: NA
(a) Broker or Dealer registered under Section 15 of 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
(e) 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 *40.13d-l(b)(1)(ii)(F)
(g) Parent Holding Company, in accordance with *40.13d-
l(b)(ii)(G) (Note: See Item 7)
(h) Group, in accordance with *40.13d-l(b)(1)(ii)(H)
Item 4. Ownership
If the percent of the class owned, as of December 31 of the year
covered by the statement, or as of the last day of any month described
in Rule 13d-l(b)(2), if applicable, exceeds five percent, provide the
following information as of that date and identify those shares which
there is a right to acquire.
(a) Amount Beneficially Owned 0
(b) Percent of Class 0%
(c) Number of shares as to which such person has: 0
(i) sole power to vote or to direct the vote NA
(ii) shared power to vote or to direct the vote NA
(iii) sole power to dispose or to direct the disposition of NA
(iv) shared power to dispose or to direct the disposition of NA
Instructions: For computations regarding securities which represent a
right to acquire in underlying security see Rule 13d-3(d)(1).
Item 5. Ownership of Five Percent or Less of a Class ( X)
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of
more than five percent of the class of securities, check the following
Instructions: Dissolution of a group requires a response to this
item.
Item 6. Ownership of More than Five Percent on behalf of Another
Person. NA
If any other person is known to have the right to receive or the power
to direct the receipt of dividends from, or the proceeds from the sale
of, such securities, a statement to that effect should be included in
response to this item and, if such interest relates to more than five
percent of the class, such person should be identified. A listing of
the shareholders of an investment company registered under the
Investment Company Act of 1940 or the beneficiaries of employee
benefit plan, pension fund or endowment fund is not required.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding
Company NA
If a parent holding company has filed this schedule, pursuant to Rule
13d-l(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit
stating the identity and the Item 3 classification of the relevant
subsidiary. If a parent holding company has filed this schedule
pursuant to Rule 13d-l(c), attach all exhibit stating the identification
of the relevant subsidiary.
Item 8. Identification and Classification of Members of the Group NA
If a group has filed this schedule pursuant to Rule 13d-l(b)(ii)(H), so
indicate under Item 3(h) and attach an exhibit stating the identity and
Item 3 classification of each member of the group. If a group has filed
this schedule pursuant to Rule 13d-l(c), attach an exhibit stating the
identity of each member of the group.
Item 9. Notice of Dissolution of Group) NA
Notice of dissolution of a group may be furnished as an exhibit stating
the date of the dissolution and that all further filings with respect to
transactions in the security reported on will be filed, if required, by
members of the group, in their individual capacity. See Item 5.
Item 10. Certification
The following certification shall be included if the statement is filed
pursuant to Rule 13d-l(b):
By signing below I certify that, to the best of my 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 purposes or effect.
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.
DATE: JULY 9, 1997
Signature
LINCOLN P. FIELD, PRESIDENT
Name/Title