OMB APPROVAL
OMB Number: 3235-0145
Expires: October 31, 1997
Estimated average burden
hours per response...14.90
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. __________)*
Cambex Corporation
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, $.10 par value
- --------------------------------------------------------------------------------
(Title of Class of Securities)
132008103
- --------------------------------------------------------------------------------
(CUSIP Number)
Associated Capital, L.P. Margery K. Neale, Esq.
A Cap, Inc. Shereff, Friedman, Hoffman & Goodman, LLP
Jay H. Zises 919 Third Avenue
Selig A. Zises New York, New York 10022
Nancy J. Frankel-Zises (212) 758-9500
- --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
June 20, 1995
-----------------------------------------------------
(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 /X/.
(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).
SEC 1746(12-91)
<PAGE>
SCHEDULE 13D
CUSIP No. 132008103 Page 2 of 15 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
ASSOCIATED CAPITAL, L.P.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) /X/
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS
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
DELAWARE
7 SOLE VOTING POWER
NUMBER OF 400,000
SHARES
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 400,000
PERSON
WITH 10 SHARED DISPOSITIVE POWER
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING REASON
400,000
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.6%
14 TYPE OF REPORTING PERSON*
PN
*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.
SEC 1746(12-91)
<PAGE>
SCHEDULE 13D
CUSIP No. 132008103 Page 3 of 15 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
A CAP, INC.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) /X/
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS
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
NEW YORK
7 SOLE VOTING POWER
NUMBER OF 400,000
SHARES
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 400,000
PERSON
WITH 10 SHARED DISPOSITIVE POWER
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING REASON
400,000
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.6%
14 TYPE OF REPORTING PERSON*
CO
*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.
SEC 1746(12-91)
<PAGE>
SCHEDULE 13D
CUSIP No. 132008103 Page 4 of 15 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
JAY H. ZISES
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) /X/
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS
WC, PF, 00
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
7 SOLE VOTING POWER
NUMBER OF 483,000
SHARES
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 15,000
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 483,000
PERSON
WITH 10 SHARED DISPOSITIVE POWER
15,000
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING REASON
498,000
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.7%
14 TYPE OF REPORTING PERSON*
IN
*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.
SEC 1746(12-91)
<PAGE>
SCHEDULE 13D
CUSIP No. 132008103 Page 5 of 15 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
SELIG A. ZISES
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) /X/
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS
PF, OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
7 SOLE VOTING POWER
NUMBER OF 65,000
SHARES
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 15,000
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 65,000
PERSON
WITH 10 SHARED DISPOSITIVE POWER
15,000
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING REASON
80,000
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.9%
14 TYPE OF REPORTING PERSON*
IN
*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.
SEC 1746(12-91)
<PAGE>
SCHEDULE 13D
CUSIP No. 132008103 Page 6 of 15 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
NANCY J. FRANKEL-ZISES
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) /X/
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS
PF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
7 SOLE VOTING POWER
NUMBER OF 40,000
SHARES
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 40,000
PERSON
WITH 10 SHARED DISPOSITIVE POWER
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING REASON
40,000
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.5%
14 TYPE OF REPORTING PERSON*
IN
*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.
SEC 1746(12-91)
<PAGE>
SCHEDULE 13D
Item 1. Security and Issuer
Securities acquired: Common Stock, $.10 par value ("Common Stock")
Issuer: Cambex Corporation
360 Second Avenue
Waltham, Massachusetts 02154
(617) 890-6000
Item 2. Identity and Background
(a), (b), (c) and (f) This Schedule 13D is being filed jointly by
Associated Capital, L.P., a Delaware limited partnership ("Associated"), its
general partner, A Cap, Inc., a New York corporation ("A Cap"), Jay H. Zises,
the President and a Director of A Cap, Selig A. Zises, Vice President,
Treasurer, and a Director of A Cap, and Nancy J. Frankel-Zises, a Director, Vice
President and Secretary and the sole stockholder of A Cap. Associated, A Cap,
Jay H. Zises, Selig A. Zises and Nancy J. Frankel-Zises are hereinafter
sometimes referred to collectively as the "Reporting Persons." The business
address of each Reporting Person is 477 Madison Avenue, 14th Floor, New York, NY
10022.
The principal business of Associated is investments.
The principal business of A Cap is investment management.
Jay H. Zises's principal occupation is investment management. Mr.
Zises is a United States citizen.
Selig A. Zises's principal occupation is investment management. Mr.
Zises is a United States citizen. Jay H. Zises and Selig A. Zises are brothers.
Nancy J. Frankel-Zises's principal occupation is investment
management. Ms. Frankel-Zises is married to Jay H. Zises. Ms. Frankel-Zises is
a United States citizen.
See Item 5 for information regarding ownership of Common Stock.
(d) and (e). During the past five years, none of the Reporting
Persons has been convicted in any criminal proceeding (excluding traffic
violations or similar misdemeanors) or been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction and as a result of
such proceeding was or is subject to a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating activities subject to, federal
or state securities
1
<PAGE>
laws or finding any violation with respect to such laws.
Item 3. Source and Amount of Funds
Associated Capital purchased an aggregate of 400,000 shares at an
aggregate cost of $3,077,405, using its own funds. Jay H. Zises purchased an
aggregate of 80,000 shares of Common Stock for his personal and retirement
accounts at an aggregate cost of $588,650 using his own funds. The 5,000 shares
of Common Stock acquired by Justin Zises were acquired at an aggregate cost of
$34,910 using his own funds. The 3,000 shares of Common Stock acquired in the
Uniform Gift to Minors Act ("UGMA") for Meryl Zises were acquired at an
aggregate cost of $20,946, using funds from the UGMA account. The 5,000 shares
of Common Stock acquired by Lara Zises were acquired at an aggregate cost of
$34,910, using her own funds. The 5,000 shares of Common Stock acquired by
Samantha Zises were acquired at an aggregate cost of $34,910, using her own
funds. Selig A. Zises purchased an aggregate of 65,000 shares of Common Stock
for his personal and retirement accounts at an aggregate cost of $599,374.50,
using his own funds. The 30,000 shares of Common Stock acquired by Lynn Zises
were acquired at an aggregate cost of $138,124.50, using her own funds. Nancy
J. Frankel-Zises purchased an aggregate of 40,000 shares of Common Stock for her
retirement account at an aggregate cost of $257,817.50 using her own funds.
All of the amounts reported herein are net of commissions.
Item 4. Purpose of the Transaction
All of the shares of Common Stock reported herein were acquired for
investment purposes. Each of the Reporting Persons may acquire or dispose of
securities of the Issuer, including shares of Common Stock, directly or
indirectly, in open-market or privately negotiated transactions, depending upon
the evaluation of the performance and prospects of the Issuer by the Reporting
Persons, and upon other developments and circumstances, including, but not
limited to, general economic and business conditions and stock market
conditions.
Except for the foregoing, no Reporting Person has any present plans or
proposals which relate to or would result in any of the actions or events
described in paragraphs (a) through (j) of Item 4 of Schedule 13D.
Item 5. Interest in Securities of the Issuer
(a) and (b) Associated is the beneficial and record owner of 400,000
shares of Common Stock, or 4.6% of the outstanding shares of Common Stock.
As the general partner of Associated, A Cap has the sole power to vote
and to direct the voting of and the sole power to dispose and direct the
disposition of the 400,000 shares of Common Stock owned by Associated.
Accordingly, A Cap may be deemed to be the beneficial owner of such 400,000
shares of Common Stock or 4.6% of the outstanding shares of
2
<PAGE>
Common Stock.
Jay Zises, as President of A Cap, has the sole power to vote and to
direct the voting of, and to dispose and to direct the disposition of, the
shares of Common Stock deemed to be beneficially owned by A Cap. Accordingly,
Mr. Zises may be deemed to be the beneficial owner of such 400,000 shares of
Common Stock or 4.6% of the outstanding shares of Common Stock.
Jay Zises is the beneficial and record owner of an aggregate of 80,000
shares of Common Stock or 0.9% of the outstanding in his personal account,
individual retirement account ("IRA") and Keogh account. As hereinafter
described, Mr. Zises also may be deemed to own beneficially an additional 18,000
shares of Common Stock or 0.2% of the outstanding. Such shares are owned of
record as follows: (i) 5,000 shares of Common Stock (less than 0.1%) held in the
account of his son, Justin Zises, (ii) 3,000 shares of Common Stock (less than
0.1%) held in an UGMA account for the benefit of his daughter, Meryl Zises,
(iii) 5,000 shares of Common Stock (less than 0.1%) in the account of his
daughter, Lara Zises, and (iv) 5,000 shares of Common Stock (less than 0.1%) in
the account of his daughter, Samantha Zises.
In addition to the 400,000 shares of Common Stock owned by Associated,
Jay Zises has sole power to vote or direct the vote of, and to dispose and to
direct the disposition of, 83,000 shares of Common Stock, consisting of (A) the
80,000 shares held in Mr. Zises's personal, IRA and Keogh accounts, and (B) the
3,000 shares held in the UGMA account for Meryl Zises. Jay Zises has shared
power to vote or direct the voting of, and shared power to dispose or direct the
disposition of 15,000 shares of Common Stock, consisting of (A) the 5,000 shares
held in Lara Zises's account, (B) the 5,000 shares held in Samantha Zises's
account, and (C) the 5,000 shares held in Justin Zises's account.
Selig A. Zises is the beneficial and record owner of an aggregate of
65,000 shares of Common Stock, or 0.7% of the outstanding, in Mr. Zises's
personal account and IRA. In addition, as described below, Mr. Zises also may
be deemed to own beneficially an additional 15,000 shares of Common Stock, or
0.2% of the outstanding, held in the account of his daughter, Lynn Zises.
Selig A. Zises has sole power to vote or direct the voting of, and
sole power to dispose or direct the disposition of 65,000 shares of Common
Stock, consisting of all of the shares held in Mr. Zises's personal and IRA
accounts. Selig A. Zises has shared power to vote or direct the voting of, and
shared power to dispose or direct the disposition of 15,000 shares of Common
Stock, consisting of the shares held in Lynn Zises's account.
Nancy Frankel-Zises is the beneficial and record owner of an aggregate
of 40,000 shares of Common Stock, or 0.5% of the outstanding, in her IRA
account.
Nancy Frankel-Zises has sole power to vote or direct the voting of,
and sole power to dispose or direct the disposition of 40,000 shares of Common
Stock, consisting of all of
3
<PAGE>
the shares held in her personal account.
The number of shares beneficially owned by each of the Reporting
Persons and the percentage of outstanding shares represented thereby, have been
computed in accordance with Rule 13d-3 under the Securities Exchange Act of
1934, as amended (the "Securities Exchange Act"). The percentage of ownership
of the Reporting Persons is based on 8,723,517 outstanding shares of Common
Stock of the issuer on April 18, 1995 based on the Issuer's report on Form 10-Q
for the quarter ended March 4, 1995.
(c) See Exhibit B attached hereto for information concerning
transactions made.
(d) Notwithstanding the fact that Jay H. Zises and Selig A. Zises may
be deemed to beneficially own the shares of Common Stock held in the accounts of
members of their respective families, each of the accounts established in the
name or for the benefit of Lara Zises, Samantha Zises, Justin Zises, Meryl Zises
and Lynn Zises that holds shares of Common Stock will have the right to receive
dividends payable with respect to such shares of Common Stock.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer
Each of Jay H. Zises and Selig A. Zises, as the case may be, have
informal understandings with certain of their respective family members pursuant
to which Jay H. Zises or Selig A. Zises exercises investment discretion with
respect to and on behalf of such family members. Pursuant to such arrangements,
Jay Zises may purchase and sell securities of the Issuer for the respective
accounts of Lara Zises, Samantha Zises and Justin Zises, and Selig Zises may
purchase and sell securities of the Issuer for the account of Lynn Zises. In
addition, as trustee of an UGMA account established for the benefit of Meryl
Zises, Jay Zises may exercise investment discretion with respect to securities
of the Issuer held in such account.
Item 7. Material to be Filed as Exhibits
Exhibit A. Agreement of Joint Filing.
Exhibit B. Purchases of Common Stock of Issuer.
4
<PAGE>
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.
ASSOCIATED CAPITAL, L.P.
By: A CAP, INC., as General Partner
By:/s/ Jay H. Zises
-------------------------------
Jay H. Zises, President
A CAP, INC.
By:/s/ Jay H. Zises
-------------------------------
Jay H. Zises, President
/s/ Jay H. Zises
----------------------------------
JAY H. ZISES
/s/ Selig A. Zises
----------------------------------
SELIG A. ZISES
/s/ Nancy Frankel-Zises
----------------------------------
NANCY FRANKEL-ZISES
Dated: June 27, 1995
5
<PAGE>
Exhibit A
AGREEMENT OF JOINT FILING
In accordance with Rule 13d-1(f) under the Securities Exchange Act of
1934, as amended, the undersigned hereby agree to the joint filing with all
other Reporting Persons (as such term is defined in the Schedule 13D referred to
below) of a statement on Schedule 13D or any amendments thereto, with respect to
the Common Stock, $.10 par value, of Cambex Corporation and that this Agreement
be included as an Exhibit to such filing.
This Agreement may be executed in any number of counterparts each of
which shall be deemed to be an original and all of which together shall be
deemed to constitute one and the same Agreement.
IN WITNESS WHEREOF, the undersigned hereby execute this Agreement on
the 27th day of June, 1995.
ASSOCIATED CAPITAL, L.P.
By: A CAP, INC., as General Partner
By:/s/ Jay H. Zises
-------------------------------
Jay H. Zises, President
A CAP, INC.
By:/s/ Jay H. Zises
-------------------------------
Jay H. Zises, President
/s/ Jay H. Zises
----------------------------------
JAY H. ZISES
/s/ Selig A. Zises
----------------------------------
SELIG A. ZISES
/s/ Nancy Frankel-Zises
----------------------------------
NANCY FRANKEL-ZISES
<PAGE>
EXHIBIT B
PURCHASES OF COMMON STOCK
CAMBEX CORPORATION
AS OF 6/27/95
Trade Date # of shares Price Net $
Associated Capital 4/12/95 15,000 $5.125 $76,875.00
4/13/95 25,000 $5.625 $140,625.00
4/24/95 10,000 $5.375 $53,750.00
4/26/95 32,000 $5.688 $182,000.00
4/27/95 18,000 $6.585 $118,530.00
5/17/95 10,000 $5.625 $56,250.00
5/18/95 12,500 $6.125 $76,562.50
5/19/95 5,000 $6.125 $30,625.00
5/24/95 5,000 $6.625 $33,125.00
5/25/95 5,000 $6.625 $33,125.00
5/30/95 5,000 $6.625 $33,125.00
5/31/95 7,500 $6.625 $49,687.50
6/8/95 20,000 $7.188 $143,750.00
6/9/95 15,000 $7.000 $105,000.00
6/12/95 10,000 $7.250 $72,500.00
6/12/95 5,000 $7.000 $35,000.00
6/13/95 10,000 $7.750 $77,500.00
6/14/95 15,000 $7.750 $116,250.00
6/15/95 25,000 $8.750 $218,750.00
6/16/95 40,000 $8.563 $342,500.00
6/19/95 10,000 $8.625 $86,250.00
6/22/95 5,000 $9.375 $46,875.00
6/22/95 10,000 $9.000 $90,000.00
6/23/95 20,000 $10.250 $205,000.00
6/23/95 20,000 $10.125 $202,500.00
6/23/95 20,000 $10.063 $201,250.00
6/26/95 25,000 $10.000 $250,000.00
SUB TOTAL 400,000 $7.694 $3,077,405.00
Jay Zises 5/25/95 18800 $6.685 $125,678.00
5/26/95 600 $6.560 $3,936.00
5/30/95 2,000 $6.560 $13,120.00
5/31/95 13,600 $6.685 $90,916.00
6/8/95 25,000 $6.650 $166,250.00
6/16/95 5,000 $8.500 $42,500.00
6/26/95 15,000 $9.750 $146,250.00
SUB TOTAL 80,000 $7.358 $588,650.00
Selig Zises 6/15/95 10,000 $8.750 $87,500.00
6/20/95 10,000 $8.625 $86,250.00
6/21/95 10,000 $8.750 $87,500.00
6/26/95 20,000 $10.000 $200,000.00
6/27/95 15,000 $9.208 $138,124.50
SUB TOTAL 65,000 $9.221 $599,374.50
Lynn Zises 6/27/95 15,000 $9.208 $138,124.50
SUB TOTAL 15,000 $9.208 $138,124.50
Justin Zises 6/8/95 5,000 $6.982 $34,910.00
SUB TOTAL 5,000 $6.982 $34,910.00
Lara Zises 6/8/95 5,000 $6.982 $34,910.00
SUB TOTAL 5,000 $6.982 $34,910.00
Meryl Zises 6/8/95 3,000 $6.982 $20,946.00
SUB TOTAL 3,000 $6.982 $20,946.00
Samantha Zises 6/8/95 5,000 $6.982 $34,910.00
SUB TOTAL 5,000 $6.982 $34,910.00
Nancy Zises 5/19/95 10,000 $6.310 $63,100.00
5/22/95 10,000 $6.435 $64,350.00
5/22/95 2,500 $6.310 $15,775.00
5/23/95 1,100 $6.435 $7,078.50
5/24/95 9,200 $6.560 $60,352.00
5/24/95 4,000 $6.535 $26,140.00
5/25/95 1,200 $6.585 $7,902.00
5/25/95 2,000 $6.560 $13,120.00
SUB TOTAL 40,000 $6.445 $257,817.50
TOTAL 618,000
% ownership 7.08%
