OMB
APPROVAL
OMB
NUMBER:
32350145
Expir
es:
Octob
er
31,
1998
Estim
ated
avera
ge
burde
n
hours
per
form.
.....
.14.9
0
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
SCHEDULE 13D
Under the Securities Exchange
Act of 1934
(Amendment No. 3
) 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)
April 2, 1999
(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 - 47,058
OWNED BY EACH Carucci Family Partners -
45,347
REPORTING Carr Securities
Corp. - 2,984
PERSON 8 SHARED VOTING
POWER
WITH 0
9 SOLE DISPOSITIVE
POWER
Walter P. Carucci -
47,058
Carucci
Family
Partners
45,347 Carr
Securities
Corp. 2,984
10 SHARED
DISPOSITI
VE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
Walter P. Carucci - 95,389
Carucci Family Partners -
45,347
Carr Securities Corp. - 2,984
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 - .82%
Carucci Family
Partners - .39% Carr Securities Corp. - .03%
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 Carr Securities Corp. were from working
capital.
Item 4. Purpose of Transaction
The effect of the transaction described in Item 5
herein is to cause the beneficial ownership by Walter
Carucci to fall below 5%. 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 95,389
shares of Class A Common Stock. Carucci Family
Partners beneficially owns 45,347 shares of
Class A Common Stock. Carr Securities Corp.
beneficially owns 2,984 shares of Class A
Common Stock. According to the Issuer's Form 8-
K dated April 2, 1999, as of April 2, 1999, the
Issuer had a total of 11,598,719 shares of
Class A
Common Stock outstanding. Accordingly, (i)
Walter Carucci may be deemed to be the
beneficial owner of .82% of the total shares of
Class A Common Stock outstanding, (ii) Carucci
Family Partners beneficially owns .39% of the
total shares of Class A Common Stock
outstanding and (iii) Carr Securities Corp.
beneficially owns .03% 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 47,058 45,347
2,984
5,000 5,000
Shared Power
to vote/
direct vote 0 0 0
0
0
Sole Power
to dispose/
direct
disposition 47,058 45,347
2,984
5,000 5,000
Shared Power
to dispose/
direct
disposition 0 0 0
0
0
(c) During the past sixty days the following
transactions in the
shares of Class A Common Stock of the Issuer
were effected:
January 29, 1999: Carr Securities sold 500
shares at $5.00 on the open market.
February 2, 1999: Carr Securities bought 500
shares at $4.50 on the open market.
February 5, 1999: Carr Securities
sold 500 shares at $5.125 on the
open market.
March 8, 1999: Carr Securities
bought 500 shares at $4.50 on the
open market.
March 30, 1999: Carr Securities sold
500 shares at $5.375 on the open
market.
April 2, 1999: Seal Holdings
Corporation issued 10,318,419 shares
of its Class A Common Stock to M.
Lee Pearce, M.D. according to the
Issuer's Form 8-K dated April 2,
1999.
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 be lief, 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: April 2, 1999
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. 304914718
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. 304914718
Qualified in Nassau County
Certificate Filed in New
York County
Commission Expires
November 23, 1995
