OMB
APPROVAL
OMB NUMBER:
3235-
0145
Expires:
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31, 1998
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1 )*
SEAL HOLDINGS, INC.
(Name of Issuer)
CLASS A COMMON STOCK, par value $.01 per share
(Title of Class of Securities)
812070100
(CUSIP Number)
Corporate Secretary, 125 Worth Avenue, Suite 314, Palm Beach, FL
33480
(Name, Address and Telephone Number of Person Authorized to
Receive
Notices and Communications)
March 10, 1998
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule
13G
to report the acquisition which is the subject of this Schedule
13D,
and is filing this Schedule because of Rule 13d-1(b)(3) or (4),
check
the following box .
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).
Note: Six copies of this statement, including all exhibits,
should be
filed with the Commission. See Rule 13d-1(a) for other parties to
whom
copies are to be sent.
*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).
SCHEDULE 13D
CUSIP NO. 812070100 PAGE 2 of
8
Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Walter P. Carucci - Soc. Sec. ####-##-####
Carucci Family Partners - IRS ID# 11-3146675
Carr Securities Corp. - IRS ID# 11-2003950
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(b)
(b)
3 SEC USE ONLY
4 SOURCE OF FUNDS*
Walter P. Carucci - PF, Carucci Family Partners - WC, Carr
Securities Corp. - WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO
ITEMS 2(d) or 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Walter P. Carucci - US Citizen, Carucci Family Partners -
New York,
Carr Securities Corp. - New York
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY Walter Carucci - 53,958
OWNED BY EACH Carucci Family Partners - 58,250
REPORTING Carr Securities Corp. - 484
PERSON 8 SHARED VOTING POWER
WITH 0
9 SOLE DISPOSITIVE POWER
Walter P. Carucci - 53,958
Carucci Family Partners - 58,250
Carr Securities Corp. - 484
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Walter P. Carucci - 112,692
Carucci Family Partners - 58,250
Carr Securities Corp. - 484
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN
SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Walter P. Carucci - 9.24%
Carucci Family Partners - 4.78%
Carr Securities Corp. - .04%
14 TYPE OF REPORTING PERSON*
Walter P. Carucci - IN, Carucci Family Partners - PN,
Carr
Securities Corp. -
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE
ATTESTATION.
Item 1. Security and Issuer
This statement relates to the Class A Common Stock, par
value
$.10 per share of Seal Holdings, Inc. (the "Issuer"). The
principal
executive offices of the Issuer are located at 125 Worth Avenue,
Suite
314, Palm Beach, Florida 33480.
Item 2. Identity and Background
This statement is being filed on behalf of Walter P.
Carucci,
Carucci Family Partners, a New York general partnership and
Carr
Securities Corp., a New York corporation. The general
partners of
Carucci Family Partners are Walter Carucci, Clara Carucci and
Mitchell
Carucci. Carr Securities Corp. is owned 51% by Clara Carucci and
49%
by Walter Carucci.
Walter Carucci's business address is Carr Securities Corp.,
One
Penn Plaza, New York, NY 10119-0002. Walter Carucci's
principal
occupation is President of Carr Securities Corp. During the last
five
years, Walter Carucci has not been convicted in a criminal
proceeding
(excluding traffic violations or similar misdemeanors). During
the
last five years, Walter Carucci was not a party to a civil
proceeding
of a judicial or administrative body of competent
jurisdiction .
Walter Carucci is a citizen of the United States.
Carucci Family Partners is a New York general partnership
located
at c/o Carr Securities Corp., One Penn Plaza, New York, NY 10119-
0002.
The principal business of Carucci Family Partners is
investments.
During the last five years, Carucci Family Partners was not
convicted
in a criminal proceeding (excluding traffic violations or
similar
misdemeanors). During the last five years, Carucci Family
Partners
was not a party to a civil proceeding of a judicial or
administrative
body of competent jurisdiction.
Clara Carucci's residence address is 33 Lighthouse Road,
Great
Neck, NY 11024. Clara Carucci has no principal occupation.
During
the last five years, Clara Carucci has not been convicted in a
criminal
proceeding (excluding traffic violations or similar
misdemeanors).
During the last five years, Clara Carucci was not a party to a
civil
proceeding of a judicial or administrative body of
competent
jurisdiction . Clara Carucci is a citizen of the United States.
Mitchell Carucci's residence address is 33 Lighthouse Road,
Great
Neck, NY 11024. Mitchell Carucci's principal occupation
is
photographer. During the last five years, Mitchell Carucci has
not
been convicted in a criminal proceeding (excluding traffic
violations
or similar misdemeanors). During the last five years,
Mitchell
Carucci was not a party to a civil proceeding of a
judicial or
administrative body of competent jurisdiction . Mitchell Carucci
is a
citizen of the United States.
Carr Securities Corp. is a New York corporation located at
One
Penn Plaza, New York, NY 10119-0002. The principal business of
Carr
Securities Corp. is trading. During the last five years
Carr
Securities Corp. was not convicted in a criminal proceeding
(excluding
traffic violations or similar misdemeanors). During the last
five
years, Carr Securities Corp. was not a party to a civil proceeding
of a
judicial or administrative body of competent jurisdiction.
Item 3. Source and Amount of Funds or Other Consideration
The common stock referred to herein was obtained in open
market
purchases. Funds used by Walter Carucci came from his personal
funds,
funds used by Carucci Family Partners were from working capital
and
funds used by Carr Securities Corp. were from working capital.
Item 4. Purpose of Transaction
The shares of common stock referred to herein have been
acquired
for investment purposes. Neither Walter Carucci, Carucci
Family
Partners nor Carr Securites Corp. has any present intention to
take any
action with respect to the matters listed in (b) through (j) of
Item 4.
Walter Carucci and/or Carucci Family Partners and/or Carr
Securities
Corp. may dispose of or acquire additional shares of Class A
Common
Stock of the Issuer in privately negotiated transactions,
market
transactions or otherwise. . Walter Carucci and/or Carucci
Family
Partners and/or Carr Securities Corp. intend to exercise their
rights
as shareholders to vote for or against any matter in accordance
with
their best interests.
Item 5. Interest in Securities of the Issuer
(a) Walter Carucci may be deemed to be the beneficial owner of
an aggregate of 112,692 shares of Class A Common Stock.
Carucci
Family Partners beneficially owns 58,250 shares of Class A
Common Stock. Carr Securities Corp. beneficially owns 484
shares of Class A Common Stock. According to the Issuer's
Form 10-Q dated November 14, 1997, as of September 30,
1997,
the Issuer had a total of 1,219,756 shares of Class A
Common
Stock outstanding. Accordingly, (i) Walter Carucci may be
deemed to be the beneficial owner of 9.24% of the total
shares
of Class A Common Stock outstanding, (ii) Carucci Family
Partners beneficially owns 4.78% of the total shares of
Class
A Common Stock outstanding and (iii) Carr Securities Corp.
beneficially owns .04% of the total shares of Class A
Common
Stock outstanding. Clara Carucci and Mitchell Carucci
are not
the beneficial owners of any shares of Class A Common
Stock
of the Issuer.
(b)Walter Carucci Family Carr Securities Clara
Mitchell
Carucci Partners Corp. Carucci Carucci
Sole Power
to vote/
direct vote 53,958 58,250 484 0 0
Shared Power
to vote/
direct vote 0 0 0 0
0
Sole Power
to dispose/
direct
disposition 53,958 58,250 484 0 0
Shared Power
to dispose/
direct
disposition 0 0 0 0
0
(b) During the past sixty days the following transactions in
the shares of Class A Common Stock of the Issuer were
effected:
March 10, 1998: Carucci Family Partners bought 15,000
shares
at $.5675 on the open market.
March 10, 1998: Walter Carucci bought 10,000
shares at
$.5675 on the open market.
March 10, 1998: Walter Carucci bought 13,000 shares at
$.64
on the open market.
March 10, 1998: Carr Securities bought 4,000 shares at
$.63
on the open market.
March 10, 1998: Carr Securities bought 2,500 shares at
$.66
on the open market.
March 10, 1998: Carr Securities bought 5,000 shares at
$.58
on the open market.
March 10, 1998: Carr Securities bought 13,000 shares at
$.64
on the open market.
March 10, 1998: Carr Securities sold 2,500 shares at
$.625
on the open market.
March 10, 1998: Carr Securities sold 2,500 shares at
$.6875
on the open market.
March 10, 1998: Carr Securities sold 5,000 shares at
$.5625
on the open market.
Item 6. Contracts, Arrangements, Understandings or Relationships
with
Respect to Securities of the Issuer
Clara Carucci and Mitchell Carucci have transferred to
Walter
Carucci the power to vote and dispose of any stock of the Issuer
held
by them.
Item 7. Material to be Filed as Exhibits
Exhibit 1. Power of Attorney of Clara Carucci.
Exhibit 2. Power of Attorney of Mitchell Carucci.
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.
/s/ Walter P. Carucci
Walter P. Carucci
CARUCCI FAMILY PARTNERS
By: /s/ Walter P. Carucci
Walter P. Carucci
General Partner
CARR SECURITIES CORP.
By: /s/ Walter P. Carucci
Walter P. Carucci
President
Dated: March 24, 1998
EXHIBIT 2
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that, I, Clara Carucci, a
general
partner of Carucci Family Partners ("CFP"), residing at 33
Lighthouse
Rd., Great Neck, New York 11024, hereby appoint Walter Carucci, 17
Battery Place, New York, NY 10004, as my Attorney-in-Fact, to act
in my
capacity as partner of CFP and for my benefit and for the benefit
of
CFP and on behalf of CFP with sole and exclusive authority to do
the
following:
-- To purchase or sell any security on behalf of Carucci
Family
Partners.
-- To vote any securities now or hereafter held by Carucci
Family
Partners.
-- To prepare and sign all documents required by federal and
state securities laws and by the Securities and Exchange
Commission
with respect to the holdings of Carucci Family Partners.
I hereby grant to my Attorney-in-Fact full right, power, and
authority to do every act, deed, and thing requisite, necessary or
advisable to be done concerning the above powers, as fully, to all
intents and purposes, as I might or could do if personally present
and
acting, with full power of substitution and revocation, hereby
ratifying and confirming all that said Attorney-in-Fact or
substitute
shall lawfully do or cause to be done by virtue hereof.
This Power of Attorney shall become effective immediately,
and
shall not be affected by my disability or lack of mental
competence,
and shall continue effective until my death; provided, however,
that
this Power may be revoked by me as to my Attorney-in-Fact at any
time
by written notice to my Attorney-in-Fact.
IN WITNESS WHEREOF, the undersigned has executed this Power
of
Attorney as of March 1, 1994.
/s/Clara Carucci
Clara Carucci,as
Partner,
Carucci Family Partners
STATE/COMMONWEALTH OF NEW YORK )
) ss:
COUNTY/PARISH/BOROUGH OF NASSAU )
On this 1st day of March, 1994, before me, the undersigned, a
Notary
Public for the State/Commonwealth of New York, personally
appeared
Clara Carucci to me known (or to me proved) to be the identical
person
named in and who executed the above Power of Attorney, and
acknowledged
that such person executed it as such person's voluntary act and
deed.
/s/ John D. Browning
Notary Public
John D. Browning
Notary Public, State of New
York
No. 30-4914718
Qualified in Nassau County
Certificate Filed in New York
County
Commission Expires November
23, 1995
EXHIBIT 3
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that, I, Mitchell Carucci, a
general partner of Carucci Family Partners ("CFP"), residing at 33
Lighthouse Rd., Great Neck, New York 11024, hereby appoint Walter
Carucci, 17 Battery Place, New York, NY 10004, as my Attorney-in-
Fact,
to act in my capacity as partner of CFP and for my benefit and for
the
benefit of CFP and on behalf of CFP with sole and exclusive
authority
to do the following:
-- To purchase or sell any security on behalf of Carucci
Family
Partners.
-- To vote any securities now or hereafter held by Carucci
Family
Partners.
-- To prepare and sign all documents required by federal and
state securities laws and by the Securities and Exchange
Commission
with respect to the holdings of Carucci Family Partners.
I hereby grant to my Attorney-in-Fact full right, power, and
authority to do every act, deed, and thing requisite, necessary or
advisable to be done concerning the above powers, as fully, to all
intents and purposes, as I might or could do if personally present
and
acting, with full power of substitution and revocation, hereby
ratifying and confirming all that said Attorney-in-Fact or
substitute
shall lawfully do or cause to be done by virtue hereof.
This Power of Attorney shall become effective immediately,
and
shall not be affected by my disability or lack of mental
competence,
and shall continue effective until my death; provided, however,
that
this Power may be revoked by me as to my Attorney-in-Fact at any
time
by written notice to my Attorney-in-Fact.
IN WITNESS WHEREOF, the undersigned has executed this Power
of
Attorney as of March 1, 1994.
/s/Mitchell Carucci
Mitchell Carucci, as Partner,
Carucci Family Partners
STATE/COMMONWEALTH OF NEW YORK )
) ss:
COUNTY/PARISH/BOROUGH OF NASSAU )
On this 1st day of March, 1994, before me, the undersigned, a
Notary
Public for the State/Commonwealth of New York, personally
appeared
Clara Carucci to me known (or to me proved) to be the identical
person
named in and who executed the above Power of Attorney, and
acknowledged
that such person executed it as such person's voluntary act and
deed.
/s/ John D. Browning
Notary Public
John D. Browning
Notary Public, State of New
York
No. 30-4914718
Qualified in Nassau County
Certificate Filed in New York
County
Commission Expires November
23, 1995
