SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Amendment No. 3
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).
CUSIP No. 550484 10 9
(1) Names of Reporting Person
S.S. or I.R.S. Identification Nos. of Above Persons
Nancy Luria-Cohen
(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 239,431(1)
Shares Bene-
ficially (6) Shared Voting Power 57,954(2)
Owned by
Each Report- (7) Sole Dispositive Power 238,939(1)
ing Person
With (8) Shared Dispositive Power 57,954(2)
(9) Aggregate Amount Beneficially Owned by Each Reporting
Person 297,385(1)(2)(3)
(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)
6.9%(4)
(12) Type of Reporting Person (See Instructions) IN
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:
Nancy Luria-Cohen
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: 297,385(1)(2)(3) .
(b) Percent of Class: 6.8%(4) .
(c) Number of shares as to which such person has:
(i) sole power to vote or to 239,431(1)
direct the vote
(ii) shared power to vote or to 57,954(2)
direct the vote
(iii) sole power to dispose or to 238,939(1)
direct the disposition of
(iv) shared power to dispose or to 57,954(2)
direct the disposition of
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.
(1) Includes 2,604 shares of Common Stock (including 492 shares
held pursuant to Issuer's 401(k) plan, with respect to which
Ms. Luria-Cohen does not have dispositive power) 228,494
shares of Class B Stock, all of which are immediately
convertible into Common Stock, and 8,333 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, 1995,
Nancy Luria-Cohen had shares of capital stock entitling her
to approximately 14.0% 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) Includes 29,000 shares of Class B Stock held as co-trustee
with her brother, Henry S. Luria, for the benefit of Leonard
Luria, her father, and 28,954 shares of Class B Stock held as
co-trustee with Henry S. Luria for the benefit of Gloria
Luria, her mother. All of such shares are immediately
convertible into Common Stock.
(3) At December 31, 1995, 8,185 shares of the Issuer's Common
Stock, 1,047,257 shares of the Issuer's Class B Stock and
options to purchase 175,000 shares of Common Stock were held
by Nancy Luria-Cohen's parents and siblings, not including
1,800 shares of Class B Stock held by the spouse of one of
her siblings and 1,800 shares held by her husband, Dan Cohen,
but including 127,457 shares of Class B Stock held in an
intervivos trust with respect to which her mother, Gloria
Luria, is a co-trustee and Ms. Luria-Cohen is a contingent
beneficiary. Her parents or siblings and her husband, as
applicable, 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. Nancy Luria-Cohen disclaims
beneficial ownership of such securities.
(4) Calculated on the basis of 4,076,880 shares of Common Stock
outstanding on December 31, 1995. Also includes as
outstanding the shares of Class B Stock and shares subject to
options identified in footnote (1) above.
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 13, 1996 /s/ Nancy Luria-Cohen
Nancy Luria-Cohen
