SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Amendment No. 2
L. LURIA & SON, INC.
(Name of Issuer)
Common Stock, $0.01 Par Value
(Title of Class of Securities)
550484-10-9
(CUSIP Number)
Check the following box if a fee is being paid with this statement
[ ]. (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).
Page 1 of 7 pages
There are no exhibits
CUSIP No. 550484 10 9
(1) Names of Reporting Person
S.S. or I.R.S. Identification Nos. of Above Persons
Peter P. Luria
(2) Check the Appropriate Box if a Member of a Group
(See Instructions) (a) (b)
(3) SEC Use Only
(4) Citizenship or Place of Organization U.S.A.
Number of (5) Sole Voting Power 543,039(1)
Shares Bene-
ficially (6) Shared Voting Power -0-
Owned by
Each Report- (7) Sole Dispositive Power 541,305(1)
ing Person
With (8) Shared Dispositive Power -0-
(9) Aggregate Amount Beneficially Owned by Each Reporting
Person 543,039(1)(2)
(10) Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions) [X]
(11) Percent of Class Represented by Amount in Row (9) 12.1%(3)
(12) Type of Reporting Person (See Instructions) IN
(1) Includes 13,039 shares of Common Stock (including 1,734
shares held pursuant to Issuer's 401(k) plan, with respect to
which Mr. Luria does not have dispositive power), 355,000
shares of Class B Stock, all of which are immediately
convertible into Common Stock, and 175,000 shares of Common
Stock issuable upon exercise of presently exercisable
options. Voting power is calculated assuming conversion of
Class B Stock into Common Stock. Shares of Class B Stock are
entitled to ten votes for each share held and vote separately
as a class for the election of directors. Class B shares are
entitled to elect 75% of the directors of the Issuer, rounded
down to the nearest whole number. At December 31, 1994,
Peter P. Luria had shares of capital stock entitling him to
approximately 20.2% of the voting rights of the Issuer on all
matters other than the election of directors, taking into
consideration the ten votes for each share of Class B Stock.
(2) At December 31, 1994, 5,747 shares of the Issuer's Common
Stock, 1,073,105 shares of the Issuer's Class B Stock and
options to purchase 5,000 shares of Common Stock were held by
Peter P. Luria's parents and siblings, not including 3,600
shares of Class B Stock held by spouses of his siblings, but
including 127,457 shares of Class B Stock held in an
intervivos trust with respect to which his mother, Gloria
Luria, is a co-trustee and an aggregate of 57,954 shares of
Class B Stock held in trust, some for the benefit of Leonard
Luria and some for the benefit of Gloria Luria. Peter P.
Luria is a contingent beneficiary of each of such trusts.
Peter P. Luria's parents or siblings have the power to vote,
or to direct the voting of, and the power to dispose, or to
direct the disposition of, the foregoing securities. Peter
P. Luria disclaims beneficial ownership of such securities.
(3) Calculated on the basis of 3,972,724 shares of Common Stock
outstanding on December 31, 1994, according to the Issuer.
Also includes as outstanding the shares of Class B Stock and
shares subject to options identified in footnote (1) above.
Item 1(a). Name of Issuer:
L. LURIA & SON, INC.
Item 1(b). Address of Issuer's Principal Executive Offices:
5770 Miami Lakes Drive
Miami, Florida 33014
Item 2(a). Name of Person Filing:
Peter P. Luria
Item 2(b). Address of Principal Business Office or, if none,
residence:
5770 Miami Lakes Drive
Miami, Florida 33014
Item 2(c). Citizenship:
U.S.A.
Item 2(d). Title of Class of Securities:
Common Stock, $.01 Par Value
Item 2(e). CUSIP Number:
550484 10 9
Item 3. If this statement is filed pursuant to Rules 13d-1(b),
or 13d-2(b), identify the status of the person filing.
Not applicable.
Item 4. Ownership.
(a) Amount Beneficially Owned: 543,039(1)(2).
(b) Percent of Class: 12.1%(3).
(1) Includes 13,039 shares of Common Stock (including 1,734
shares held pursuant to Issuer's 401(k) plan, with respect to
which Mr. Luria does not have dispositive power), 355,000
shares of Class B Stock, all of which are immediately
convertible into Common Stock, and 175,000 shares of Common
Stock issuable upon exercise of presently exercisable
options. Voting power is calculated assuming conversion of
Class B Stock into Common Stock. Shares of Class B Stock are
entitled to ten votes for each share held and vote separately
as a class for the election of directors. Class B shares are
entitled to elect 75% of the directors of the Issuer, rounded
down to the nearest whole number. At December 31, 1994,
Peter P. Luria had shares of capital stock entitling him to
approximately 20.2% of the voting rights of the Issuer on all
matters other than the election of directors, taking into
consideration the ten votes for each share of Class B Stock.
(2) At December 31, 1994, 5,747 shares of the Issuer's Common
Stock, 1,073,105 shares of the Issuer's Class B Stock and
options to purchase 5,000 shares of Common Stock were held by
Peter P. Luria's parents and siblings, not including 3,600
shares of Class B Stock held by spouses of his siblings, but
including 127,457 shares of Class B Stock held in an
intervivos trust with respect to which his mother, Gloria
Luria, is a co-trustee and an aggregate of 57,954 shares of
Class B Stock held in trust, some for the benefit of Leonard
Luria and some for the benefit of Gloria Luria. Peter P.
Luria is a contingent beneficiary of each of such trusts.
Peter P. Luria's parents or siblings have the power to vote,
or to direct the voting of, and the power to dispose, or to
direct the disposition of, the foregoing securities. Peter
P. Luria disclaims beneficial ownership of such securities.
(3) Calculated on the basis of 3,972,724 shares of Common Stock
outstanding on December 31, 1994, according to the Issuer.
Also includes as outstanding the shares of Class B Stock and
shares subject to options identified in footnote (1) above.
(c) Number of shares as to which such person has:
(i) sole power to vote or to 543,039(1)
direct the vote
(ii) shared power to vote or to -0-
direct the vote
(iii) sole power to dispose or to 541,305(1)
direct the disposition of
(iv) shared power to dispose or to -0-
direct the disposition of
(1) Includes 13,039 shares of Common Stock (including 1,734
shares held pursuant to Issuer's 401(k) plan, with
respect to which Mr. Luria does not have dispositive
power), 355,000 shares of Class B Stock, all of which are
immediately convertible into Common Stock, and 175,000
shares of Common Stock issuable upon exercise of
presently exercisable options. Voting power is
calculated assuming conversion of Class B Stock into
Common Stock. Shares of Class B Stock are entitled to
ten votes for each share held and vote separately as a
class for the election of directors. Class B shares are
entitled to elect 75% of the directors of the Issuer,
rounded down to the nearest whole number. At December
31, 1994, Peter P. Luria had shares of capital stock
entitling him to approximately 20.2% of the voting rights
of the Issuer on all matters other than the election of
directors, taking into consideration the ten votes for
each share of Class B Stock.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that
as of the date hereof the reporting person has ceased to
be the beneficial owner of more than five percent of the
class of securities, check the following [ ].
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.
Not applicable.
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.
February 14, 1995 /s/ Peter P. Luria
Peter P. Luria
