SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1 )*
ALBERTO-CULVER COMPANY
(Name of Issuer)
CLASS A COMMON STOCK, $.22 PAR VALUE PER SHARE
(Title of Class of Securities)
013068200
(CUSIP Number)
Marshall E. Eisenberg (312) 269-8020 Bernice E. Lavin (708) 450-3101
NEAL GERBER & EISENBERG 2525 Armitage Avenue
Two North LaSalle Street, Suite 2200 Melrose Park, Illinois 60160
Chicago, Illinois 60602
(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. 013068200 Page 2 of 6 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Bernice E. Lavin
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
3,036,355**
8 SHARED VOTING POWER
939,797**
9 SOLE DISPOSITIVE POWER
3,036,355**
10 SHARED DISPOSITIVE POWER
939,797**
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,976,152**
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES *
X
Excluded are 412,852 Class A shares and 1,027,251 Class B shares
held directly by Lavin's spouse and 449,353 and 2,000,000 Class B
shares held by Lavin's spouse as co-trustee of two trusts for his
benefit. Lavin disclaims beneficial ownership of such shares.
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11).
27.61%**
14 TYPE OF REPORTING PERSON *
IN
** Includes shares of Class B Common Stock, $.22 par
value per share ("Class B shares"), which are
immediately convertible at the holder's option on a
share for share basis into Class A shares.
13D CUSIP NO. 013068200 Page 3 of 6 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
BEL January 1995 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
2,000,000**
8 SHARED VOTING POWER
-0-
9 SOLE DISPOSITIVE POWER
2,000,000**
10 SHARED DISPOSITIVE POWER
-0-
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,000,000**
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).
15.46%
14 TYPE OF REPORTING PERSON *
00
** Includes Class B shares which are immediately convertible
at the holder's option on a share for share basis into Class A
shares.
CUSIP No. 013068200 SCHEDULE 13D Page 4 of 6
Item 1. Security and Issuer.
Title of Class of Securities: Class A common stock, $.22 par
value per share ("Class A
shares")
Name and Address of Issuer: Alberto-Culver Company
2525 Armitage Avenue
Melrose Park, IL 60160
Item 2. Identity and Background.
(a) Name of Person Filing: (1) Bernice E. Lavin ("Lavin")
(2) BEL January 1995 Grantor
Annuity Trust ("BEL January
Trust")
(b) Address: 1) and 2) c/o Bernice E. Lavin
2525 Armitage Avenue
Melrose Park, IL 60160
(c) Principal Business: (1) Lavin, an individual, is a
Director, Vice Chairman,
Secretary and Treasurer of
the Company
(2) 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) Illinois trust
Item 3. Source and Amount of Funds or Other Consideration.
Not applicable. On April 11, 1994, 1,100,000 Class B shares were
transferred to Lavin as beneficiary of the Bernice E. Lavin Grantor
Annuity Trust dated 1/28/93 for her benefit. On April 11, 1994,
Lavin transferred 1,600,000 Class B shares to herself and Bernick as
co-trustees of the BEL April, 1994 Grantor Annuity Trust for Lavin's
benefit (the "BEL April Trust"). On December 8, 1994, an aggregate
of 1,012,019 shares of Class B common stock were transferred to Lavin
individually as beneficiary of each of the BEL April Trust and the
BEL Grantor Annuity Trust dated 10/1/93 for her benefit,
respectively. On January 3, 1995, Lavin transferred 2,000,000 Class
B shares to herself and Carol L. Bernick ("Bernick") as co-trustees
of the BEL January Trust. Under the terms of the BEL January Trust,
Lavin has sole voting and investment power with respect to the shares
held by the trust. All of the above transactions have been
previously reported on the appropriate Schedule 13Ds.
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. They
were not transferred for purposes of effecting any of the actions
listed in this item.
Item 5. Interest in Securities of the Issuer.
(a) Amount of Class A Shares Beneficially Owned (as of January 3,
1995): 3,976,152 shares total: 524,827 Class B shares held
directly; 449,353 Class B shares held as co-trustee of the BEL
April, 1994 Grantor Annuity Trust, for Lavin's benefit (the
"BEL April Trust"); 2,000,000 Class B shares held as co-trustee
of the BEL January Trust; 50,100 Class A shares and 150,300
Class B shares held as co-trustee of a trust for the benefit of
Bernick; 184,664 Class A shares and 326,864 Class B shares held
as trustee of trusts for the benefit of Lavin's adult children
and grandchildren; and 278,044 Class A shares and 12,000 Class
B shares held by the Lavin Family Foundation (a charitable
foundation of which Lavin is the Treasurer and a Director).
CUSIP No. 013068200 SCHEDULE 13D Page 5 of 6
(b) Percentage of Class A common stock Beneficially Owned (as of
January 3, 1995)*: 27.61% total: 4.58% directly; 3.95% as co-trustee of
the BEL April Trust; 15.46% as co-trustee of the BEL January Trust; 1.8% as
co-trustee of the trust for the benefit of Bernick; 4.54% as trustee of
trusts for the benefit of Lavin's adult children and grandchildren and
2.65% by the Lavin Family Foundation (based on 10,940,209 Class A shares
outstanding as of December 31, 1994).
* Pursuant to Rule 13d-3(d)(1)(i) of the Securities Exchange Act
of 1934, as amended, the following calculations assume that all
Class B shares beneficially owned by Lavin have been converted
into Class A shares.
(c) Number of Shares as to Which Such Person Has:
Lavin BEL January Trust
(i) Sole power to vote: 3,036,355<F1> 2,000,000
(ii) Shared power to vote: 939,797<F2> -0-
(iii) Sole power to dispose: 3,036,355<F1> 2,000,000
(iv) Shared power to dispose: 939,797<F2> -0-
<F1> The above shares shown as owned by the BEL January Trust are reflected
as sole power of Lavin and the trust because Lavin has sole voting and
investment power with respect to the shares held by the trust. 524,827
Class B shares held directly; 2,000,00 Class B shares held as co-trustee
of the BEL January Trust; 184,664 Class A shares and 326,864 Class B
shares held as sole trustee of trusts for the benefit of Lavin's
children and grandchildren. Lavin does not hold any shares of Class A
Common Stock directly.
<F2> 449,353 Class B shares held as co-trustee of the BEL April Trust;
278,044 Class A shares and 12,000 Class B shares held by Lavin Family
Foundation; and 50,100 Class A shares and 150,300 Class B shares held
as co-trustee of a trust for the benefit of one of Lavin's adult
children.
Lavin shares the power to vote and dispose of the 278,044 Class A
shares and 12,000 Class B shares held by Lavin Family Foundation with her
husband, Leonard H. Lavin, and one of her adult children, Carol L. Bernick.
Lavin is co-trustee together with Carol L. Bernick of a trust for the
benefit of Lavin which holds 449,353 Class B shares and a trust for the
benefit of Bernick which holds 50,100 Class A shares and 150,300 Class B
shares. The following information is presented with respect to Leonard H.
Lavin and Carol L. Bernick, respectively.
(a) Name of Person: Leonard H. Lavin
Carol L. Bernick
(b) Address: 2525 Armitage Avenue
Melrose Park, Illinois 60160
(c) Principal Business: Leonard H. Lavin, an individual,
is a Director and the Chairman of
the Company. Carol L. Bernick,
an individual, is a Director and
Executive Vice President of the
Company and President of Alberto-
Culver USA, Inc.
(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.
CUSIP No. 013068200 SCHEDULE 13D Page 6 of 6
An additional 412,852 Class A shares and 3,476,604 Class B
shares (which are not included above) are held by Lavin's
husband directly and as co-trustee of trusts for his benefit.
Lavin disclaims beneficial ownership of such shares.
(c) On December 8, 1994, Lavin's husband transferred by gift
175,000 Class A shares to Lavin Family Foundation.
(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.
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.
Date: February 17, 1995
Signature: /S/
Name/Title: Bernice E. Lavin, individually; and as co-trustee of the BEL
January 1995 Trust; and as co-trustee of a trust, and as sole
trustee of trusts, for the benefit of her children and
grandchildren
