SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3 )*
ALBERTO-CULVER COMPANY
(Name of Issuer)
CLASS B COMMON STOCK, $.22 PAR VALUE PER SHARE
(Title of Class of Securities)
013068101
(CUSIP Number)
Marshall E. Eisenberg (312) 269-8000 Carol L. Bernick
NEAL GERBER & EISENBERG (708) 450-3051
Two North LaSalle Street, Suite 2200 2525 Armitage Avenue
Chicago, Illinois 60602 Melrose Park, IL 60160
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 8, 1994
(Date of Event which Requires
Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box.
Check the following box if a fee is being paid with the statement. (A fee is
not required only if the reporting 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.)
Note: Six copies of this Statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are
to be sent.
* 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
disclosure provided in a prior cover page.
The information required on 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).
13D CUSIP NO. 013068101 Page 2 of 9 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
CAROL L. BERNICK
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
(a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS *
Not applicable
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S. Citizen
NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
7 SOLE VOTING POWER
1,178,748
8 SHARED VOTING POWER
2,389,618
9 SOLE DISPOSITIVE POWER
1,178,748
10 SHARED DISPOSITIVE POWER
2,389,618
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,568,366
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES *
Excluded are 340,000 shares held directly by Bernick's spouse.
Bernick has no beneficial interest in such shares and beneficial
ownership of them is disclaimed.
X
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11).
21.28%
14 TYPE OF REPORTING PERSON *
IN
* SEE INSTRUCTIONS BEFORE FILLING OUT!
13D CUSIP NO. 013068101 Page 3 of 9 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
BEL GRANTOR ANNUITY TRUST DTD 10/1/93
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
(a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS *
Not applicable
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Illinois Trust
NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7 SOLE VOTING POWER
474,322
8 SHARED VOTING POWER
-0-
9 SOLE DISPOSITIVE POWER
474,322
10 SHARED DISPOSITIVE POWER
-0-
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
474,322
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES *
Not applicable
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11).
2.83%
14 TYPE OF REPORTING PERSON *
00
* SEE INSTRUCTIONS BEFORE FILLING OUT!
13D CUSIP NO. 013068101 Page 4 of 9 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
LHL GRANTOR ANNUITY TRUST DTD 10/1/93
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
(a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS *
Not applicable
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Illinois Trust
NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
7 SOLE VOTING POWER
474,322
8 SHARED VOTING POWER
-0-
9 SOLE DISPOSITIVE POWER
474,322
10 SHARED DISPOSITIVE POWER
-0-
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
474,322
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES *
Not applicable
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11).
2.83%
14 TYPE OF REPORTING PERSON *
00
* SEE INSTRUCTIONS BEFORE FILLING OUT!
13D CUSIP NO. 013068101 Page 5 of 9 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
BEL APRIL, 1994 GRANTOR ANNUITY TRUST
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
(a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS *
Not applicable
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Illinois Trust
NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
1,113,659
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
1,113,659
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,113,659
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES *
Not applicable
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11).
6.64%
14 TYPE OF REPORTING PERSON *
00
* SEE INSTRUCTIONS BEFORE FILLING OUT!
13D CUSIP NO. 013068101 Page 6 of 9 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
LHL APRIL, 1994 GRANTOR ANNUITY TRUST
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
(a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS *
Not applicable
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Illinois Trust
NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
1,113,659
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
1,113,659
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,113,659
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES *
Not applicable
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11).
6.64%
14 TYPE OF REPORTING PERSON *
00
* SEE INSTRUCTIONS BEFORE FILLING OUT!
Item 1. Security and Issuer.
Title of Class of Securities: Class B Common Stock, $.22
par value per share
Name and Address of Issuer: Alberto-Culver Company ("Alberto")
2525 Armitage Avenue
Melrose Park, IL 60160
Item 2. Identity and Background.
(a) Name of Person Filing: 1) Carol L. Bernick ("Bernick")
2) BEL Grantor Annuity Trust dated
10/1/93 ("BEL Grantor Trust")
3) LHL Grantor Annuity Trust dated
10/1/93 ("LHL Grantor Trust")
4) BEL April, 1994 Grantor Annuity
Trust dated 4/11/94 ("BEL Trust")
5) LHL April, 1994 Grantor Annuity
Trust dated 4/11/94 ("LHL Trust")
(b) Address: 1), 2), 3), c/o Carol L. Bernick
4) and 5) 2525 Armitage Avenue
Melrose Park, IL 60160
(c) Principal Business:
(1) Bernick, an individual, is a Director and Executive Vice-
President and Assistant Secretary of Alberto and the
President of Alberto-Culver USA, Inc., a subsidiary of
Alberto.
2), 3), 4)
and 5) Trust Administration.
(d) Prior Criminal Convictions: None
(e) Prior Civil Proceedings With
Respect to Federal or State
Securities Laws: None
(f) Place of Organization: 1) U.S. Citizen
2), 3), 4), and 5) Illinois trusts
Item 3. Source and Amount of Funds or Other Consideration.
Not applicable. On December 8, 1994, Bernick, as trustee for the BEL
Grantor Trust, for the benefit of Bernice E. Lavin, and as trustee for
the LHL Grantor Trust, for the benefit of Leonard H. Lavin, transferred
from each such trust, 525,678 shares to the respective beneficiary of
the trust, individually. Similarly, on December 8, 1994, Bernick and
Mrs. Lavin, and, Bernick and Mr. Lavin, as co-trustees of the BEL
Trust for the benefit of Mrs. Lavin and of the LHL Trust for the
benefit of Mr. Lavin, respectively, each transferred 486,341 shares
to the respective beneficiary of the trust, individually.
Item 4. Purpose of Transaction.
The transfers and transactions were for the Lavin family's estate
planning rather than corporate purposes. The transfers were not
undertaken for purposes of effecting any of the actions listed in this
item.
Item 5. Interest in Securities of the Issuer.
(a) Amount Beneficially Owned: 3,568,366 shares total: 180,104
shares directly; 1,113,659 shares held as co-trustee of the LHL
Trust; 1,113,659 shares held as co-trustee of the BEL Trust;
474,322 shares as trustee of the BEL Grantor Trust; 474,322
shares as trustee of the LHL Trust; 50,000 shares as trustee of
the Lavin Survivor Insurance Trust dated 4/23/93; 12,000 shares as
a Director and Vice President of Lavin Family Foundation, a
charitable foundation of which Bernick is a Director and Vice
President; and 150,300 shares as co-trustee of a trust for her
benefit.
Percentage of Class: 21.28% total: 1% directly; 6.64% as co-
trustee of the LHL Trust; 6.64% as co-trustee of the BEL Trust;
2.83% as trustee of the BEL Grantor Trust; 2.83% as trustee of
the LHL Grantor Trust; .1% as a Director and Vice President of
Lavin Family Foundation; and .9% as co-trustee of a trust for her
benefit (based upon 16,767,240 Class B shares outstanding as of
September 30, 1994).
(b) Number of Shares as to Which Such Person Has:
<TABLE>
<CAPTION>
BEL LHL
Bernick Grantor Trust Grantor Trust BEL Trust LHL Trust
<S> <C> <C> <C> <C> <C>
(i) Sole power to vote: 1,178,748 474,322 474,322 -0- -0-
(ii) Shared power to vote: 2,389,618 -0- -0- 1,113,659 1,113,659
(iii) Sole power to dispose: 1,178,748 474,322 474,322 -0- -0-
(iv) Shared power to dispose: 2,389,618 -0- -0- 1,113,659 1,113,659
</TABLE>
The above shares shown as owned by each of the BEL Grantor Trust and the
LHL Grantor Trust are reflected as a sole power of Bernick and each
respective trust since Bernick is the sole trustee of said trusts.
Bernick shares voting power of the shares in the BEL Trust and LHL
Trust with Bernice E. Lavin and Leonard H. Lavin, respectively.
Bernick also shares voting power of the 12,000 shares held by Lavin
Family Foundation with Leonard H. Lavin and Bernice E. Lavin.
Bernick, in her capacity as co-trustee of a trust for her benefit,
shares voting power of 150,300 shares held by such trust with Bernice
E. Lavin. The LHL Trust will also file a joint Schedule 13G in
February 1995 with Leonard H. Lavin and the BEL Trust has also
filed a joint Amendment No. 4 to Schedule 13D with Mrs. Lavin
concurrently with the filing of this Amendment No. 3 to Schedule 13D.
Certain information regarding Leonard H. Lavin and Bernice E. Lavin is
presented below:
(a) Name of Person: Leonard H. Lavin
Bernice E. Lavin
(b) Address: 2525 Armitage Avenue
Melrose Park, Illinois 60160
(c) Principal
Business: Leonard H. Lavin, an individual, is a
Director and the Chairman and Chief Executive
Officer of Alberto. Bernice E. Lavin, an
individual, is a Director and Vice Chairman,
Secretary and Treasurer of Alberto.
(d) Prior Criminal
Convictions: None.
(e) Prior Civil
Proceedings With
Respect to Federal
or State Securities
Laws: None.
(f) Place of
Organization: U.S. Citizen.
The foregoing does not reflect 50,100, 130,178 and 278,044 shares of
Alberto Class A Common Stock owned by Bernick and Mrs. Lavin as co-
trustees of a trust for Bernick's benefit, Bernick individually, and
Lavin Family Foundation, respectively. Also excluded are 340,000
shares of Alberto Class B Common Stock and 125,000 shares of
Alberto Class A Common Stock held directly by Bernick's spouse.
Bernick has no beneficial interest in such shares owned by her spouse
and beneficial ownership of them is disclaimed.
(c) None, except as reported in Item 3 above.
(d) None.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer.
None.
Item 7. Material to be Filed as Exhibits.
None.
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.
Date: January 10, 1995
Signature: /s/ Carol L. Bernick
Name/Title: Carol L. Bernick, Individually; as
Trustee of the LHL Grantor Annuity Trust
dated 10/1/93; and the BEL Grantor Annuity
Trust dated 10/1/93 and as Co-Trustee of
the BEL April, 1994 Grantor Annuity Trust
and LHL April, 1994 Grantor Annuity Trust
/TEXT>
