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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1 )*
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Best Lock Corporation
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(Name of Issuer)
Common Stock Without Nominal or Par Value
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(Title of Class of Securities)
081997918
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(CUSIP Number)
Russell C. Best,
c/o Best Lock Corporation,
P.O. Box 50444,
Indianapolis, IN 46250
(317) 849-2250
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
February 15, 1995
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(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 this 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).
(Continued on following page(s))
Page 1 of 5 Pages
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CUSIP No. 081997918 13D Page 2 of 5 Pages
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(1) Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above
Persons
Russell C. Best--Social Security Number ###-##-####
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(2) Check the Appropriate Box if a Member (a) / /
of a Group* (b) / /
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(3) SEC Use Only
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(4) Source of Funds*
BK
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(5) Check if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e)
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(6) Citizenship or Place of Organization
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Number of Shares (7) Sole Voting
Beneficially Owned Power 97,243.34
by Each Reporting --------------------------------------------------
Person With (8) Shared Voting
Power
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(9) Sole Dispositive
Power 97,243.34
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(10) Shared Dispositive
Power
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(11) Aggregate Amount Beneficially Owned by Each Reporting Person
97,243.34
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(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares*
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(13) Percent of Class Represented by Amount in Row (11)
78.2%
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(14) Type of Reporting Person*
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*SEE INSTRUCTION BEFORE FILLING OUT!
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ITEM 1. SECURITY AND ISSUER
This Schedule relates to the class of common stock, without nominal or par
value, of Best Lock Corporation (the "BLC Shares"). The address of the
principal executive offices of Best Lock Corporation ("BLC") is: P.O. Box
50444, Indianapolis, Indiana 46250.
ITEM 2. IDENTITY AND BACKGROUND
(a) The person filing this statement is Russell C. Best ("Best").
(b) His business address is P.O. Box 50444, Indianapolis, Indiana 46250.
(c) Best is Chief Executive Officer of BLC, a corporation incorporated
under the laws of Delaware. BLC's address is P.O. Box 50444,
Indianapolis, Indiana 46250 and its principal business is the
manufacture and sale of masterkeyed locking systems.
(d) During the last five years, Best has not been convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors.)
(e) During the last five years, Best was not a party to a civil proceeding
of a judicial or administrative body of competent jurisdiction and has
not been, and is not now subject to any judgment, decree or final
order enjoining future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws or finding any
violation with respect to such laws.
(f) Best is a citizen of the United States of America.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
On February 15, 1995, BLC redeemed 6,742 BLC Shares for an aggregate
purchase price of $2,595,670. The funds used in making such acquisition were
borrowed on an unsecured line of credit from Huntington National Bank, N.A.,
Indianapolis, Indiana. During December, 1994 and January, 1995, BLC redeemed an
additional 138 BLC Shares for an aggregate purchase price of $53,130. The
source of funds for this earlier redemption was BLC's working capital.
As a result of the above-described redemptions of BLC Shares, Best's
beneficial ownership of BLC Shares increased from 74.1% to 78.2% of BLC's
outstanding shares.
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ITEM 4. PURPOSE OF TRANSACTION
The 6,742 BLC Shares purchased on February 15, 1995 were purchased from
various former officers of BLC and their affiliates for the primary purpose of
settling disputes among the senior management of BLC. The 138 BLC Shares
purchased in December, 1994 and January, 1995 were purchased from participants
in BLC's Stock Bonus Plan, a qualified retirement plan, pursuant to the terms of
such Stock Bonus Plan.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) Best beneficially owns 97,243.34 BLC Shares. He actually owns 1,686
BLC Shares in his own name. He beneficially owns another 1 share
which is actually owned by his wife, Mariea L. Best. He beneficially
owns an additional 95,556.34 BLC Shares which are actually owned by
BUL. This beneficial ownership of BLC Shares actually owned by BUL
arises due to: (a) Best's direct ownership of 2,127 shares of BUL
Series A common stock, and (b) Best's beneficial ownership of an
additional 300,000 shares of BUL Series B common stock which are
actually owned by FEBI (the "BUL Shares"). This beneficial ownership
of the BUL Shares actually owned by FEBI arises due to: (a) Best's
direct ownership of 113,311 shares of FEBI, and (b) Best's beneficial
ownership of the 204,053 shares of FEBI actually owned by Best Lock
Partnership, an Indiana general partnership in which Best and Walter
E. Best Company, Inc. ("WEBCO") are the voting general partners. Best
controls WEBCO by virtue of his ownership of the 1,000 voting common
shares of WEBCO.
Since Best beneficially owns 53.0% of the 598,710 issued and
outstanding shares of FEBI, he is in a position to direct the voting
and/or the disposition of the BUL Shares owned by FEBI. Further,
since Best beneficially owns 80.5% of the 386,469 issued and
outstanding common shares of BUL, he is in a position to direct the
voting and/or the disposition of the BLC Shares owned by BUL.
The aggregate percentage of the BLC Shares issued and outstanding
which Best beneficially owns is approximately 78.2%.
(b) The number of BLC Shares as to which Best has the sole power to vote
or to direct the vote is 97,243.34. The number of BLC Shares as to
which Best has a shared power to vote or to direct the vote is zero.
The number of BLC Shares as to which Best has the sole power to
dispose is 97,243.34. The number of BUL Shares as to which Best has a
shared power to dispose is zero.
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(c) Best has not been a party to any transaction involving BLC Shares that
was effected during the past sixty days, other than the gift of 1 BLC
Share to his wife, Mariea L. Best, on February 15, 1995.
(d) Except for BLP as respects the 204,053 FEBI Shares which it actually
owns, FEBI as respects the 300,000 BUL Shares which it owns and BUL as
respects the 95,556.34 BLC Shares which it owns, no 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, the BLC Shares
which Best beneficially owns.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
To the best knowledge of Best, Best is not a party to any contract,
arrangement, understanding or relationship (legal or otherwise) with respect to
BLC Shares which Best beneficially owns, other than the following:
All of the shares of FEBI which Best owns directly are pledged as security
for a loan obtained by Best from BLC on May 18, 1994. A copy of the Loan
Agreement with respect to such loan was filed as an Exhibit to the Schedule 13D
filed by Best on May 31, 1994.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
No Exhibits are attached.
SIGNATURES.
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
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Russell C. Best
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