UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13-D
Amendment No. 4
Under the Securities Exchange Act of 1934
CONTINENTAL INVESTMENT CORPORATION
(Name of Issuer)
Common Stock, Par Value $0.50 Per Share
(Title of Class of Securities)
211-515-10-1
(CUSIP Number)
Stewart Rahr
152-35 10th Avenue
Whitestone, NY 11357
(718) 767-4767
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
May 28, 1998
(Date of event Which Requires
Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13-G to report
the acquisition which is the subject of this Schedule 13-D, and is filing this
Schedule because of Rule 13d-1(b) or (4), check the following box. [ ]
Check the following box if a fee is being paid with this statement. [ ]
Page 1 of 5 Pages
<PAGE>
CUSIP NO. 211-515-10-1
<TABLE>
<CAPTION>
<S> <C> <C>
(1) Name of Reporting Persons S.S. or Stewart Rahr
I.R.S. Identification No. of Above SS# ###-##-####
Person
(2) Check the Appropriate Box if a Member (a)
of a Group (b)
(3) SEC Use Only
(4) Source of Funds PF
(5) Check if Disclosure of Legal
Proceedings is Required Pursuant to
Items 2(d) or 3(e)
(6) Citizen or Place of Organization United States of America
(7) Sole Voting Power 1,135,795
Number of Shares (8) Shared Voting
Beneficially Power 829,758
Owned by Each
Reporting Person With (9) Sole Dispositive
Power 1,135,795
(10) Shared Dispositive 829,758
Power
(11) Aggregate Amount Beneficially Owned 1,965,553
by Each Reporting Person
</TABLE>
Page 2 of 5 Pages
<PAGE>
Item 1. Security and Issuer
-------------------
This statement on Schedule 13-D (the "Statement") relates to shares of
the common stock, $0.50 par value per share (the "Shares"), of Continental
Investment Corporation, a Georgia corporation (the "Company"), whose principal
executive offices are located at 10254 Miller Road, Dallas, Texas 75238.
Item 2. Identity and Background
-----------------------
(a) This Statement is filed by Stewart Rahr, an individual residing in
the State of New York. The foregoing person is hereinafter sometimes referred to
as the "Reporting Person."
(b) and (c)
The principal business address of Stewart Rahr is Kinray Company,
152-35 10th Avenue, Whitestone, New York 11357. The principal business of
Stewart Rahr is wholesale pharmaceutical sales.
(d) The Reporting Person, during the last five years, has not been
convicted in a criminal proceeding (excluding traffic violations and similar
misdemeanors).
(e) The Reporting Person, during the last five years, has not been a
party to a civil proceeding of a judicial or administrative body of competent
jurisdiction and as a result of such proceedings 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 laws or finding
any violation with respect to such laws.
(f) Stewart Rahr is a citizen of the United States of America.
Item 3. Source and Amount of Funds or Other Consideration
-------------------------------------------------
The purchase of the Company's Common Stock was made with cash by
Stewart Rahr.
Item 4. Purpose of the Transaction
--------------------------
The Company's Common Stock was purchased by Stewart Rahr for
investment purposes.
Page 3 of 5 Pages
<PAGE>
Item 5. Interest in the Securities of the Issuer
----------------------------------------
(a) As of August 17, 1998, Stewart Rahr is the beneficial owner of
1,965,553 shares of the Company's Common Stock, (which includes an Option to
Purchase 200,000 shares of the Company's Common Stock and 100,000 shares owned
by his wife Carol Rahr), which represents 15.61% of the outstanding Common
Stock.
(b) Stewart Rahr has:
(i) sole voting and disposition power with respect to 1,135,795 shares
(200,000 shares of which are options to acquire the Company's Common Stock);
(ii) shared voting and disposition power with respect to 729,758
shares held by a certain trust created on May 27, 1997 with respect to which
Stewart Rahr is a co-trustee with Leo Irvings and the beneficiary until May
2002. With respect to the co-trustee, Leo Irvings:
The principal business address of Leo Irvings is Irvings Roth & Rubin
PLLC, Certified Public Accountants, 98 Cutter Mill Road, Great Neck, NY 11021.
The principal business of Leo Irvings is accounting. Leo Irvings, during the
last five years, has not been convicted in a criminal proceeding (excluding
traffic violations and similar misdemeanors). Leo Irvings, during the last five
years, has not been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of such
proceedings 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 laws or finding any violation with respect to such laws. Leo
Irvings is a citizen of the United States of America.
(iii) shared voting and disposition power with respect to 100,000
shares owned by Stewart Rahr's wife, Carol Rahr. With respect to Carol Rahr:
The home address of Carol Rahr is 3 Croydon Court, Dix Hills, NY
11745. Carol Rahr is a homemaker. Carol Rahr, during the last five years, has
not been convicted in a criminal proceeding (excluding traffic violations and
similar misdemeanors). Carol Rahr, during the last five years, has not been a
party to a civil proceeding of a judicial or administrative body of competent
jurisdiction and as a result of such proceedings 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 laws or finding
any violation with respect to such laws. Carol Rahr is a citizen of the United
States of America.
(c) On May 28, 1998, derivative securities consisting of the following
two Options to Purchase held by Stewart Rahr expired: (1) 200,000 shares at
$20.00 per share; and (2) 200,000 shares at $25.00 per share.
(d) 100,000 shares of which the Reporting Person has beneficial
ownership are owned by his wife, Carol Rahr.
(e) None
Page 4 of 5 Pages
<PAGE>
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect
---------------------------------------------------------------------
to Securities of the Issuer
---------------------------
On May 27, 1997, the Reporting Person transferred 800,000 shares of
the Company's Common Stock to an irrevocable Grantor-Retained Annuity Trust he
created on that date (the "GRAT"). Stewart Rahr and Leo Irvings serve as the
co-trustees of the GRAT and share voting and dispositive power with respect to
the shares of the Company's Common Stock held by the GRAT. Until May 27, 2002,
Stewart Rahr is entitled to receive in each taxable year of the GRAT a fixed
annual annuity payment from the GRAT. At the earlier of 5 years from the
creation of the GRAT or Stewart Rahr's death, any principal remaining in the
GRAT is payable to The Stewart J. Rahr Gift Trust dated May 27, 1997 or, if the
GRAT terminates upon his death, to Stewart Rahr's estate.
As of December 31, 1997, Stewart Rahr received 70,242 shares of the
Company's Common Stock in satisfaction of the annual annuity to which he was
entitled for the 1997 taxable year. The GRAT currently holds 729,758 shares of
the Company's Common Stock.
Item 7. Materials to be Filed as Exhibits
---------------------------------
None
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this Statement is true, complete, and
correct.
/S/ Stewart Rahr
STEWART RAHR, an individual
August 17, 1998
Page 5 of 5 Pages
