ALBERTO CULVER CO
SC 13D/A, 1995-02-21
PERFUMES, COSMETICS & OTHER TOILET PREPARATIONS
Previous: ALBERTO CULVER CO, SC 13D/A, 1995-02-21
Next: ALEXANDERS INC, 8-K, 1995-02-21




                   SECURITIES AND EXCHANGE COMMISSION
                      Washington, D.C. 20549
                                                    

                            Schedule 13D

                   Under the Securities Exchange Act of 1934
                        (Amendment No.       4      )*

                         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)


                                January 3, 1995         
                          (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

                    523,356

            8   SHARED VOTING POWER

                  1,061,006

            9   SOLE DISPOSITIVE POWER

                    523,356


           10   SHARED DISPOSITIVE POWER
     
                  1,061,006
     
11    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

            1,584,362

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). 

             9.45%

14     TYPE OF REPORTING PERSON *

            IN


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

                    146,626

           8   SHARED VOTING POWER

                      -0-

           9   SOLE DISPOSITIVE POWER

                    146,626


          10   SHARED DISPOSITIVE POWER
      
                      -0-
      
11    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

              146,626


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). 

             .9%

14    TYPE OF REPORTING PERSON *

            00

3D 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

                    146,626

            8   SHARED VOTING POWER

                      -0-

            9   SOLE DISPOSITIVE POWER

                    146,626

           10   SHARED DISPOSITIVE POWER
      
                      -0-
      
11    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

              146,626


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). 

             .9%

14    TYPE OF REPORTING PERSON *

            00


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

                  449,353


           9   SOLE DISPOSITIVE POWER

                     0


          10   SHARED DISPOSITIVE POWER
      
                   449,353
      
11    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

              449,353


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). 

            2.68%

14   TYPE OF REPORTING PERSON *

            00

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

                  449,353

          9   SOLE DISPOSITIVE POWER

                     0


         10   SHARED DISPOSITIVE POWER
      
                  449,353
      
11    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

              449,353


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). 

            2.68%

14    TYPE OF REPORTING PERSON *

               00


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 January  3, 1995, Bernick,  as trustee for  the LHL
      Grantor Trust, and  as trustee  for the BEL  Grantor Trust,  transferred
      from each trust  327,696 shares  to the respective  beneficiary of  each
      such trust.  Similarly, on January 3, 1995, Bernick and Leonard H. Lavin
      ("Mr.  Lavin") and Bernick and  Bernice E. Lavin  ("Mrs. Lavin"), as co-
      trustees   of  the  LHL  Trust  and  of  the  BEL  Trust,  respectively,
      transferred 664,306  shares to the  respective beneficiary of  each such
      trust.

Item 4.     Purpose of Transaction.

      Transfers of securities  were caused by trust funding and  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:  1,584,362 shares total: 180,104 shares
            directly; 449,353  shares held  as  co-trustee of  the LHL  Trust;
            449,353 shares held as co-trustee of the BEL Trust; 146,626 shares
            as  trustee of the BEL Grantor Trust; 146,626 shares as trustee of
            the  LHL  Grantor Trust; 50,000  shares  as trustee  of  the Lavin
            Survivor  Insurance Trust  dated  4/23/93; 12,000  shares held  by
            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:   9.45% total:   1.1% directly; 2.68% as  co-
            trustee of  the LHL Trust;  2.68% as co-trustee of  the BEL Trust;
            .9% as trustee of the BEL Grantor Trust; .9% 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 16,766,240  Class B shares outstanding  as of
            December 31, 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:               523,356<F1>   146,626<F1>       146,626<F1>          -0-           -0-
      (ii)   Shared power to vote:           1,061,006<F2>      -0-               -0-            449,353<F2>    449,353<F2>
      (iii)  Sole power to dispose:            523,356<F1>   146,626<F1>       146,626<F1>          -0-           -0-
      (iv)   Shared power to dispose:        1,061,006<F2>      -0-               -0-            449,353<F2>    449,353<F2>
</TABLE>
[FN]
    <F1>    The  above shares shown as owned by  each of the BEL Grantor Trust
            and the LHL Grantor  Trust are reflected as sole  power of Bernick
            and each respective trust  because Bernick is the sole  trustee of
            said trusts.

    <F2>    Bernick shares  the power to vote and dispose of the shares in the
            BEL  Trust  and  LHL   Trust  with  Mrs.  Lavin  and   Mr.  Lavin,
            respectively.  Bernick also  shares the power to vote  and dispose
            of  the 12,000  shares held  by Lavin  Family Foundation  with Mr.
            Lavin and Mrs. Lavin.  Bernick, in her capacity as co-trustee of a
            trust  for her benefit,  shares the power  to vote  and dispose of
            150,300  shares held  by  such trust  with  Mrs. Lavin.    Certain
            information regarding Mr. Lavin and Mrs. 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  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 Class
      B shares  of 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)   On December 8,  1994, the LHL Grantor Trust  and BEL Grantor Trust
            ceased to  hold 5% of a class of securities.   On January 3, 1995,
            the LHL  Trust and  BEL Trust  ceased to  hold 5%  of  a class  of
            securities.


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:  February 14, 1995 

Signature:  /S/                                      

Name/Title: Carol L. Bernick, Individually; as
            Trustee of the LHL Grantor Annuity Trust
            dated 10/1/93; and as Trustee of the BEL
            Grantor Annuity Trust dated 10/1/93 as
            Co-Trustee of each of the BEL April, 1994
            Grantor Annuity Trust and LHL April, 1994
            Grantor Annuity Trust; as co-trustee of a
            trust dated 10/20/72; and as trustee of an
            insurance trust dated 4/23/93


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission