GREEN DANIEL CO
SC 13D, 1996-07-15
FOOTWEAR, (NO RUBBER)
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                  SCHEDULE 13D


                    Under the Securities Exchange Act of 1934

                             (Amendment No. ______)*


                              Daniel Green Company
                                (Name of Issuer)

                          Common Stock, $2.50 par value
                         (Title of Class of Securities)

                                    392775102
                                 (CUSIP Number)


                              Warren J. Reardon III
                                    President
                              Daniel Green Company
                                 One Main Street
                        Dolgeville, New York 133329-1398


Check the following box if a fee is being paid with this  statement  /X/. (A fee
is not required only if the filing 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).

*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).



<PAGE>


CUSIP NO. 392775102                                                 Page 2 of 4


(1)      NAME OF REPORTING PERSON
         S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

         Warren J. Reardon III

(2)      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
         Instructions)
                                                              (a)      /  /
                                                              (b)      /X/

(3)      SEC USE ONLY


(4)      SOURCE OF FUNDS

         PF, BK

(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 of America

                           (7)      SOLE VOTING POWER

                                    88,921

NUMBER OF SHARES           (8)      SHARED VOTING POWER
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON WITH                (9)      SOLE DISPOSITIVE POWER

                                    88,921

                          (10)      SHARED DISPOSITIVE POWER


(11)     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
         PERSON
                          88,921

(12)     CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
         SHARES (See Instructions)                                    /   /

(13)     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

                                    5.9%

(14)     TYPE OF REPORTING PERSON (See Instructions)

                                    IN




<PAGE>


                                                              Page 3 of 4 Pages




Item 1.  Security and Issuer.

         This Schedule  relates to shares of the Common  Stock,  par value $2.50
per share ("Common Stock") of Daniel Green Company (the "Issuer").  The Issuer's
principal executive office is located at One Main Street,  Dolgeville,  New York
13329.

Item 2.  Identity and Background.

         This  statement is submitted by Warren J. Reardon III,  whose  business
address is Daniel Green Company, One Main Street, Dolgeville, New York 13329. He
is President and Chief Operating Officer of the Issuer.

         Mr.  Reardon has not,  during the last five years,  been convicted in a
criminal  proceeding and has not, during the last five years,  been a party to a
civil proceeding of a judicial or administrative body of competent  jurisdiction
as a result of which he is or was 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.

Item 3.  Source and Amount of Funds or Other Consideration.

         On June 26, 1996, Mr. Reardon  purchased  31,645 shares of Common Stock
from Riedman  Corporation  for an aggregate  consideration  of $100,000.  Of the
purchase  price,  $25,000 came from his  personal  funds and $75,000 came from a
bank loan.

         Previously,  Mr. Reardon owned 47,276 shares of common stock,  which he
had acquired by purchase and gift over several years.  In addition,  on December
1, 1995,  the Issuer granted Mr.  Reardon  options to purchase  10,000 shares of
Common  Stock at a price of $5.87 per  share,  pursuant  to the  Issuer's  Stock
Incentive Plan. None of these options has yet been exercised.

Item 4.  Purpose of the Transaction.

         The  recent  purchase  of  common  stock by Mr.  Reardon  from  Riedman
Corporation was to reflect Mr. Reardon's continued  commitment to the Issuer and
provide him with an increased incentive to improve the operations of the Issuer,
as he would  share to a  greater  extent  in the  results  of any such  improved
operations.

Item 5.  Interest in Securities of the Issuer.

         Reference is made to Items 7 through 13 of the Cover Page and Item 3
above.


<PAGE>


                                                              Page 4 of 4 Pages


Item 6.  Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer.

         None

Item 7.  Material To Be Filed as Exhibits.

         None

Signature.

         After reasonable inquiry and to the best of the undersigned's knowledge
and  belief  the  undersigned  certify  that the  information  set forth in this
statement is true, complete and correct.

July 15, 1996                               WARREN J. REARDON III


                                            /s/ Warren J. Reardon III






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