SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
---------------
SCHEDULE 13G
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13D-1(B) (C), AND (D) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13D-2(B)
(AMENDMENT NO. 1)
WINDMERE-DURABLE HOLDINGS, INC.
(NAME OF ISSUER)
COMMON STOCK, PAR VALUE $.10 PER SHARE
(TITLE OF CLASS OF SECURITIES)
973411101
(CUSIP NUMBER)
DECEMBER 31, 1999
(DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT)
- -----------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX TO DESIGNATE THE RULE PURSUANT TO WHICH THIS
SCHEDULE IS FILED:
|_| RULE 13D-1(B)
|X| RULE 13D-1(C)
|_| RULE 13D-1(D)
*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. 973411101 13G PAGE 2 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Walter Scheuer
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 233,000 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH 940,500 shares*
REPORTING
PERSON 7 SOLE DISPOSITIVE POWER
WITH 233,000 shares*
8 SHARED DISPOSITIVE POWER
940,500 shares*
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,173,500 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.2%
12 TYPE OF REPORTING PERSON
IN
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G. Beneficial ownership is disclaimed
pursuant to Rule 13d-4 except for 66,500 shares.
CUSIP NO. 973411101 13G PAGE 3 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Ruth Dundas
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 5,000 shares*
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH 8 SHARED DISPOSITIVE POWER
5,000 shares*
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,000 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.02%
12 TYPE OF REPORTING PERSON
IN
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 4 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Hopewell Partners
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
New York
NUMBER OF 5 SOLE VOTING POWER
SHARES 218,000 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 218,000 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
218,000 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.97%
12 TYPE OF REPORTING PERSON
PN
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 5 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wayne S. Reisner
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 24,000 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH 936,400 shares*
REPORTING
PERSON 7 SOLE DISPOSITIVE POWER
WITH 24,000 shares*
8 SHARED DISPOSITIVE POWER
936,400 shares*
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
960,400 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.3%
12 TYPE OF REPORTING PERSON
IN
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G. Beneficial ownership is disclaimed
pursuant to Rule 13d-4.
CUSIP NO. 973411101 13G PAGE 6 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Trust FBO David Scheuer dated 12-11-51
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 46,500 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 46,500 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
46,500 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.21%
12 TYPE OF REPORTING PERSON
OO
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 7 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Trust FBO David Scheuer dated 5-18-54
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 133,100 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 133,100 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
133,100 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.59%
12 TYPE OF REPORTING PERSON
OO
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 8 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Trust FBO David Scheuer dated 5-19-61
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 28,400 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 28,400 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
28,400 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.13%
12 TYPE OF REPORTING PERSON
OO
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 9 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Trust FBO Jeffrey Scheuer dated 5-18-54
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 122,700 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 122,700 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
122,700 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.55%
12 TYPE OF REPORTING PERSON
OO
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 10 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Trust FBO Jeffrey Scheuer dated 6-10-54
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 8,000 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 8,000 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,000 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.04%
12 TYPE OF REPORTING PERSON
OO
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 11 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Trust FBO Jeffrey Scheuer dated 5-19-61
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 6,000 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 6,000 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,000 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.03%
12 TYPE OF REPORTING PERSON
OO
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 12 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Trust FBO Susan Scheuer dated 12-30-60
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 7,000 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 7,000 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,000 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.03%
12 TYPE OF REPORTING PERSON
OO
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 13 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Trust FBO Judith Scheuer dated 12-17-59
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 20,500 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 20,500 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,500 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.09%
12 TYPE OF REPORTING PERSON
OO
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 14 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Trust FBO Abigail Lipnick dated 4-13-92
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 30,000 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 30,000 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
30,000 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.13%
12 TYPE OF REPORTING PERSON
OO
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 15 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Trust FBO Daniella Eve Lipnick dated 10-09-90
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 40,000 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 40,000 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
40,000 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.18%
12 TYPE OF REPORTING PERSON
OO
- --------------------
*This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 16 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Trust FBO Jeremy Scheuer dated 4-20-88
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 46,000 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 46,000 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
46,000 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.20%
12 TYPE OF REPORTING PERSON
OO
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 17 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Trust FBO Winifred Scheuer dated 12-20-84
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 62,000 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 62,000 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,000 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.28%
12 TYPE OF REPORTING PERSON
OO
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 18 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Walter Scheuer November Charitable Trust dated 11-29-83
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 180,900 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 180,900 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
180,900 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.80%
12 TYPE OF REPORTING PERSON
OO
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 19 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
The Walter Scheuer 1993 Charitable Remainder Trust
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 266,000 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 266,000 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
266,000 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.18%
12 TYPE OF REPORTING PERSON
OO
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 20 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
The David Scheuer 1993 Charitable Remainder Trust
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 15,000 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 15,000 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.07%
12 TYPE OF REPORTING PERSON
OO
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 21 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
The Jeffrey Scheuer 1993 Charitable Remainder Trust
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 24,500 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 24,500 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
24,500 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.11%
12 TYPE OF REPORTING PERSON
OO
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 22 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
The Susan Scheuer 1993 Charitable Remainder Trust
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 23,600 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 23,600 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
23,600 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.11%
12 TYPE OF REPORTING PERSON
OO
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 23 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
The Judith Scheuer 1993 Charitable Remainder Trust
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 21,000 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 21,000 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
21,000 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.09%
12 TYPE OF REPORTING PERSON
OO
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 24 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Trust FBO Marcelle Halpern
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 15,000 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 15,000 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.07%
12 TYPE OF REPORTING PERSON
OO
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 25 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
The 1998 Rachel Mellicker 2503(c) Trust
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 20,000 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 20,000 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,000 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.09%
12 TYPE OF REPORTING PERSON
IN
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 26 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Mark Halpern
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 7,000 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 7,000 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,000 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.03%
12 TYPE OF REPORTING PERSON
IN
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 27 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
The 1998 Noah Lipnick 2503(c) Trust
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 20,000 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 20,000 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,000 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.09%
12 TYPE OF REPORTING PERSON
IN
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 28 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Judith Scheuer and Joseph Mellicker
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 8,000 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 8,000 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,000 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.04%
12 TYPE OF REPORTING PERSON
IN
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 29 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Trust FBO Samuel Henry Mellicker dated 12-28-95
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 8,500 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 8,500 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,500 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.04%
12 TYPE OF REPORTING PERSON
OO
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 30 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Scheuer Grandchildren Trust
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
New York
NUMBER OF 5 SOLE VOTING POWER
SHARES 28,000 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 28,000 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
28,000 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.12%
12 TYPE OF REPORTING PERSON
OO
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 31 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Trust FBO Walter Scheuer dated 6-1-26
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 24,000 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 24,000 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
24,000 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.11%
12 TYPE OF REPORTING PERSON
OO
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 32 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Trust FBO Madi Hodbey Brailsford
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 4,000 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 4,000 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,000 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.02%
12 TYPE OF REPORTING PERSON
OO
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 33 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
The Blue Ridge Foundation, Inc.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 72,100 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 72,100 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
72,100 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.32%
12 TYPE OF REPORTING PERSON
OO
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 34 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Lone Rock Foundation, Inc.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 10,000 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 10,000 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,000 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.04%
12 TYPE OF REPORTING PERSON
OO
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 35 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Sterling Capital Corporation Pension Plan
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 2,000 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 2,000 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,000 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.01%
12 TYPE OF REPORTING PERSON
EP
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
CUSIP NO. 973411101 13G PAGE 36 OF 47 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Walter Scheuer Pension Plan
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|
(b) |_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
SHARES 2,000 shares*
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 2,000 shares*
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,000 shares*
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |_|
SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.01%
12 TYPE OF REPORTING PERSON
EP
- --------------------
* This number is included solely for the purposes of identifying shares as
to which this Schedule 13G relates and is qualified in its entirety by the
information in this Schedule 13G.
This Amendment No. 1 to Schedule 13G is being filed pursuant
to Rule 13d-2 under Securities Exchange Act of 1934, as amended
(the "Exchange Act").
ITEM 1(A). NAME OF ISSUER:
Windmere-Durable Holdings, Inc. ("Windmere")
ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
5980 Miami Lakes Drive
Miami Lakes, Florida 33014
ITEM 2(A). NAMES OF PERSONS FILING:
This Schedule 13G is being jointly filed by Walter Scheuer,
Ruth Dundas, (formerly Ruth Scheuer), Judith Scheuer and Joseph
Mellicker, Hopewell Partners, a New York limited partnership
("Hopewell"), Wayne S. Reisner, Dr. Mark Halpern, The Blue Ridge
Foundation, Inc., a charitable foundation ("Blue Ridge"), Lone Rock
Foundation, Inc., a charitable foundation ("Lone Rock"), the
Sterling Capital Corporation Pension Plan, the Walter Scheuer
Pension Plan and on behalf of certain trusts (the "Trusts"), as set
forth on Exhibit A hereto (collectively referred to herein as the
"Reporting Persons"), with respect to shares of common stock, par
value $.10 per share, of Windmere ("Windmere Common Stock") which
the Reporting Persons may be deemed to beneficially own pursuant to
Section 13(d) of the Exchange Act.
ITEM 2(B). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
The principal business address of each of the Reporting Persons is:
c/o Walter Scheuer
635 Madison Avenue
New York, New York 10022
ITEM 2(C). CITIZENSHIP:
Each of the individual Reporting Persons is a citizen of the
United States. Hopewell, Blue Ridge, Lone Rock, the Sterling
Capital Corporation Pension Plan, the Walter Scheuer Pension Plan
and all of the Trusts were organized in the United States.
ITEM 2(D). TITLE OF CLASS OF SECURITIES:
Common Stock, par value $.10 per share
ITEM 2(E). CUSIP NUMBER:
973411101
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B), OR
13D-2(B) OR (C), CHECK WHETHER THE PERSON FILING IS A:
Not applicable.
IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(C), CHECK
THIS BOX. |X|
ITEM 4. OWNERSHIP.
The Reporting Persons, in the aggregate, own 1,740,900 shares,
or 7.7% of Windmere Common Stock. Information concerning the number
and percentage of shares of Windmere Common Stock which may be
deemed to be beneficially owned by each Reporting Person, and the
number of such shares as to which each Reporting Person has sole or
shared voting power and sole or shared dispositive power is set
forth on pages 2 through 36 of this Schedule 13G. Shares reported
as beneficially owned by Walter Scheuer include 135,200 shares of
Windmere Common Stock owned as portfolio securities by Sterling
Capital Corporation, a New York corporation ("Sterling"), which is
a publicly-traded closed-end investment company. Mr. Scheuer is a
member of the investment committee of Sterling and, accordingly,
has the power to vote and dispose of such shares. Shares reported
as beneficially owned by Walter Scheuer also include 14,400 shares
of Windmere Common Stock held in accounts managed on a
discretionary basis by Manchester Capital Corporation, a New York
corporation which is a registered investment advisor. Mr. Scheuer
owns 100% of the shares of Manchester Capital Corporation.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
Not applicable.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
Not applicable.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
Not applicable.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not applicable.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not applicable.
ITEM 10. CERTIFICATION.
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were not acquired and
are not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
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.
Dated: February 14, 2000
/s/ Walter Scheuer
------------------
Walter Scheuer (1)(2)
/s/ Wayne S. Reisner
--------------------
Wayne S. Reisner (3)
/s/ Marge Scheuer
-----------------
Marge Scheuer (4)
/s/ Judith Scheuer
------------------
Judith Scheuer (5)
/s/ Walter Scheuer
-------------------
Hopewell Partners
by Walter Scheuer,
General Partner
/s/ Ruth Dundas
--------------------
Ruth Dundas
/s/ Susan Scheuer
-----------------
Susan Scheuer (6)
- --------------
(1) Individually, and as Trustee for the following Trusts: Trust for
the Benefit of David Scheuer dated 12-11-51 Trust for the Benefit
of David Scheuer dated 5-18-54 Trust for the Benefit of David
Scheuer dated 5-19-61 Trust for the Benefit of Jeffrey Scheuer
dated 6-10-54 Trust for the Benefit of Jeffrey Scheuer dated
5-18-54
Trust for the Benefit of Jeffrey Scheuer dated 5-19-61 Trust for
the Benefit of Winifred Rose Scheuer dated 12-20-84 Trust for the
Benefit of Jeremy Dundas Scheuer dated 4-20-88 Trust for the
Benefit of Daniella Eve Lipnick dated 10-9-90 Trust for the Benefit
of Abigail Rose Lipnick dated 4-13-92 The 1993 David Scheuer
Charitable Remainder Trust The 1993 Jeffrey Scheuer Charitable
Remainder Trust The 1993 Susan Scheuer Charitable Remainder Trust
The 1993 Judith Scheuer Charitable Remainder Trust Trust for the
Benefit of Susan Scheuer dated 12-30-60 Trust for the Benefit of
Judith Scheuer dated 12-17-59 Trust for the Benefit of Marcelle P.
Halpern Trust for the Benefit of Madi Hodbey Brailsford
(2) As attorney-in-fact for:
Marge Scheuer
Judith Scheuer
Dr. Halpern
As President of The Blue Ridge Foundation, Inc.
(3) As a Trustee for the following Trusts and Plans:
The Walter Scheuer 1993 Charitable Remainder Trust
Trust for the Benefit of Walter Scheuer dated 6-1-26
Sterling Capital Corporation Pension Plan
Walter Scheuer Pension Plan
(4) As Trustee for the following Trusts:
Walter Scheuer November Charitable Trust dated 11-29-83
Scheuer Grandchildren Trust
(5) Individually, as Trustee for the following Trusts:
Trust for the Benefit of Samuel Henry Mellicker dated 12-28-95
The 1998 Rachel Mellicker 2503(c) Trust
The 1998 Noah Lipnick 2503(c) Trust
(6) As President of the Lone Rock Foundation, Inc.
EXHIBITS
Exhibit Description Page No.
- ------- ----------- --------
A Identification of Certain Trusts 41
B Statement With Respect to Joint Filing of Schedule 13G 44
EXHIBIT A
IDENTIFICATION OF CERTAIN TRUSTS
Trust for the Benefit of David Scheuer dated 12-11-51
Walter Scheuer, Marge P. Scheuer, David Scheuer and Wayne S.
Reisner, Trustees c/o Walter Scheuer, 635 Madison Avenue, New York,
New York 10022
Trust for the Benefit of David Scheuer dated 5-18-54
Walter Scheuer, Marge P. Scheuer, David Scheuer and Wayne S.
Reisner, Trustees c/o Walter Scheuer, 635 Madison Avenue, New York,
New York 10022
Trust for the Benefit of David Scheuer dated 5-19-61
Walter Scheuer, Marge P. Scheuer and David Scheuer, Trustees c/o
Walter Scheuer, 635 Madison Avenue, New York, New York 10022
Trust for the Benefit of Jeffrey Scheuer dated 5-18-54
Walter Scheuer, Marge P. Scheuer, Jeffrey Scheuer and Wayne S.
Reisner, Trustees c/o Walter Scheuer, 635 Madison Avenue, New York,
New York 10022
Trust for the Benefit of Jeffrey Scheuer dated 6-10-54
Walter Scheuer, Marge P. Scheuer, Jeffrey Scheuer and Wayne S.
Reisner, Trustees c/o Walter Scheuer, 635 Madison Avenue, New York,
New York 10022
Trust for the Benefit of Jeffrey Scheuer dated 5-19-61
Walter Scheuer, Marge P. Scheuer and Jeffrey Scheuer, Trustees c/o
Walter Scheuer, 635 Madison Avenue, New York, New York 10022
Trust for the Benefit of Susan Scheuer dated 12-30-60
Walter Scheuer, Marge P. Scheuer, Susan Scheuer and Wayne S.
Reisner, Trustees c/o Walter Scheuer, 635 Madison Avenue, New York,
New York 10022
Trust for the Benefit of Judith Scheuer dated 12-17-59
Walter Scheuer, Marge P. Scheuer, Judith Scheuer and Wayne S.
Reisner, Trustees c/o Walter Scheuer, 635 Madison Avenue, New York,
New York 10022
Trust for the Benefit of Winifred Rose Scheuer dated 12-20-84
Walter Scheuer, Jeffrey Scheuer, Ruth Dundas and Wayne Reisner,
Trustees c/o Walter Scheuer, 635 Madison Avenue, New York, New York
10022
Trust for the Benefit of Jeremy Dundas Scheuer dated 4-20-88
Walter Scheuer, Jeffrey Scheuer, Ruth Dundas and Wayne Reisner,
Trustees c/o Walter Scheuer, 635 Madison Avenue, New York, New York
10022
Trust for the Benefit of Daniella Eve Lipnick dated 10-9-90
Walter Scheuer, Susan Scheuer, Jonathan Lipnick and Wayne Reisner,
Trustees c/o Walter Scheuer, 635 Madison Avenue, New York, New York
10022
Trust for the Benefit of Abigail Rose Lipnick dated 4-13-92
Walter Scheuer, Susan Scheuer, Jonathan Lipnick and Wayne Reisner,
Trustees c/o Walter Scheuer, 635 Madison Avenue, New York, New York
10022.
Walter Scheuer November Charitable Trust dated 11-29-83
Marge P. Scheuer, Trustee c/o Marge P. Scheuer, 635 Madison Avenue,
New York, New York 10022
The 1993 Walter Scheuer Charitable Remainder Trust
Marge Scheuer and Wayne S. Reisner, Trustees c/o Marge Scheuer, 635
Madison Avenue, New York, New York 10022
The 1993 David Scheuer Charitable Remainder Trust
Walter Scheuer and Wayne S. Reisner, Trustees c/o Walter Scheuer,
635 Madison Avenue, New York, New York 10022
The 1993 Jeffrey Scheuer Charitable Remainder Trust
Walter Scheuer and Wayne S. Reisner, Trustees c/o Walter Scheuer,
635 Madison Avenue, New York, New York 10022
The 1993 Susan Scheuer Charitable Remainder Trust
Walter Scheuer and Wayne S. Reisner, Trustees c/o Walter Scheuer,
635 Madison Avenue, New York, New York 10022
The 1993 Judith Scheuer Charitable Remainder Trust
Walter Scheuer and Wayne S. Reisner, Trustees c/o Walter Scheuer,
635 Madison Avenue, New York, New York 10022
Trust for the Benefit of Marcelle P. Halpern
Walter Scheuer, Trustee, 635 Madison Avenue, New York, New York
10022
Trust for the Benefit of Samuel Henry Mellicker dated 12-28-95
Joseph Mellicker and Judith Scheuer, Trustees c/o Judith Scheuer,
635 Madison Avenue, New York, New York 10022
Trust for the Benefit of Walter Scheuer dated 6-1-26
Wayne Reisner, Trustee, c/o Walter Scheuer, 635 Madison Avenue, New
York, New York 10022
Trust for the Benefit of Madi Hodbey Brailsford
Walter Scheuer, Trustee, 635 Madison Avenue, New York, New York
10022
Scheuer Grandchildren Trust
Marge P. Scheuer, Trustee c/o Walter Scheuer, 635 Madison Avenue,
New York, New York 10022
The 1998 Rachel Mellicker 2503(c) Trust
Judith Scheuer and Joseph Mellicker, Trustees c/o Walter Scheuer,
635 Madison Avenue, New York, New York 10022
The 1998 Noah Lipnick 2503(c) Trust
Judith Scheuer and Joseph Mellicker, Trustees c/o Walter Scheuer,
635 Madison Avenue, New York, New York 10022
EXHIBIT B
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(f)(1)
This agreement is made pursuant to Rule 13d-1(f)(1) under the
Securities Exchange Act of 1934 (the "Exchange Act") by and among the
parties listed below, each referred to herein as a "Joint Filer". The Joint
Filers agree that a statement of beneficial ownership as required by
Section 13(d) of the Exchange Act and the Rules thereunder may be filed on
each of their behalf on Schedule 13D or Schedule 13G, as appropriate, with
respect to their ownership of the Common Stock, par value $.10 per share,
of Windmere-Durable Holdings, Inc., and that said joint filing may
thereafter be amended by further joint filings. The Joint Filers state that
they each satisfy the requirements for making a joint filing under Rule
13d-1. This Agreement may be executed in any number of counterparts, all of
which taken together shall constitute one and the same instrument.
IN WITNESS WHEREOF, the undersigned hereby execute this Joint
Filing Agreement as of the 14th day of February, 2000.
/s/ Walter Scheuer
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Walter Scheuer (1)(2)
/s/ Wayne S. Reisner
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Wayne S. Reisner (3)
/s/ Marge Scheuer
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Marge Scheuer (4)
/s/ Judith Scheuer
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Judith Scheuer (5)
/s/ Walter Scheuer
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Hopewell Partners
by Walter Scheuer,
General Partner
/s/ Ruth Dundas
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Ruth Dundas
/s/ Susan Scheuer
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Susan Scheuer (6)
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(1) Individually, and as Trustee for the following Trusts:
Trust for the Benefit of David Scheuer dated 12-11-51
Trust for the Benefit of David Scheuer dated 5-18-54
Trust for the Benefit of David Scheuer dated 5-19-61 Trust for the
Benefit of Jeffrey Scheuer dated 6-10-54 Trust for the Benefit of
Jeffrey Scheuer dated 5-18-54 Trust for the Benefit of Jeffrey
Scheuer dated 5-19-61 Trust for the Benefit of Winifred Rose
Scheuer dated 12-20-84 Trust for the Benefit of Jeremy Dundas
Scheuer dated 4-20-88 Trust for the Benefit of Daniella Eve Lipnick
dated 10-9-90 Trust for the Benefit of Abigail Rose Lipnick dated
4-13-92 The 1993 David Scheuer Charitable Remainder Trust The 1993
Jeffrey Scheuer Charitable Remainder Trust The 1993 Susan Scheuer
Charitable Remainder Trust The 1993 Judith Scheuer Charitable
Remainder Trust Trust for the Benefit of Susan Scheuer dated
12-30-60 Trust for the Benefit of Judith Scheuer dated 12-17-59
Trust for the Benefit of Marcelle P. Halpern Trust for the Benefit
of Madi Hodbey Brailsford
(2) As attorney-in-fact for:
Marge Scheuer
Judith Scheuer
Dr. Halpern
As President of The Blue Ridge Foundation, Inc.
(3) As a Trustee for the following Trusts and Pension Plans:
The Walter Scheuer 1993 Charitable Remainder Trust
Trust for the Benefit of Walter Scheuer dated 6-1-26
Sterling Capital Corporation Pension Plan
Walter Scheuer Pension Plan
(4) As Trustee for the following Trusts:
Walter Scheuer November Charitable Trust dated 11-29-83
Scheuer Grandchildren Trust
(5) Individually, and as Trustee for the following Trusts:
Trust for the Benefit of Samuel Henry Mellicker dated 12-28-95
The 1998 Rachel Mellicker 2503(c) Trust
The 1998 Noah Lipnick 2503(c) Trust
(6) As President of the Lone Rock Foundation, Inc.
