SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D
Under the Securities Exchange Act of 1934
(Amendment No. 6 )*
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 Carol L. Bernick
NEAL GERBER & EISENBERG 2525 Armitage Avenue
Two North LaSalle Street, Suite 2200 Melrose Park, IL 60160
Chicago, Illinois 60602 (708) 450-3051
(312) 269-8000
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
January 23, 1997
(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).
(Continued on following page(s))
Page 1 of 5 Pages
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CUSIP NO. 013068101 13D Page 2 of 5 Pages
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1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
CAROL L. BERNICK
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
(a)
(b) X
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3 SEC USE ONLY
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4 SOURCE OF FUNDS *
Not applicable
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) OR 2(e)
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S. Citizen
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7 SOLE VOTING POWER
1,275,694
NUMBER
OF SHARES -------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 703,364
REPORTING
PERSON -------------------------------------------------
WITH 9 SOLE DISPOSITIVE POWER
1,275,694
-------------------------------------------------
10 SHARED DISPOSITIVE POWER
703,364
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,979,058
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES *
Excluded are 300,000 shares held directly by Bernick's
spouse. Bernick has no beneficial interest in such shares and
beneficial ownership of them is disclaimed.
X
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11).
11.80%
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14 TYPE OF REPORTING PERSON *
IN
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* SEE INSTRUCTIONS BEFORE FILLING OUT!
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CUSIP NO. 013068101 13D Page 3 of 5 Pages
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Item 1. Security and Issuer.
Title of Class of Securities: Class B Common Stock, $.22 par value
per share ("shares" or "Class B shares")
Name and Address of Issuer: Alberto-Culver Company (the "Company")
2525 Armitage Avenue
Melrose Park, IL 60160
Item 2. Identity and Background.
(a) Name of Person Filing: Carol L. Bernick ("Bernick")
(b) Address: Carol L. Bernick
2525 Armitage Avenue
Melrose Park, IL 60160
(c) Principal Business: Bernick, an individual, is a Director
and Executive Vice-President and
Assistant Secretary of the Company and
the President of Alberto-Culver USA,
Inc., a subsidiary of the Company.
(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
Item 3. Source and Amount of Funds or Other Consideration.
On January 23, 1997, Bernick, as co-trustee of the LHL January 1995
Grantor Annuity Trust, u/a/d 1/3/95, fbo Leonard H. Lavin, Bernick's
father ("Mr. Lavin"), transferred 109,030, 109,030 and 109,030 Class B
shares to herself as trustee or co-trustee of the KSL GRAT Trust, u/a/d
9/15/93, fbo her sister (the "KSL Trust"), the SJL GRAT Trust, u/a/d
9/15/93, fbo her brother ("the SJL Trust"), and the CLB GRAT Trust,
u/a/d 9/15/93, fbo herself (the "CLB Trust"), respectively. Also, on
January 23, 1997, Bernick, as co-trustee of the BEL January 1995
Grantor Annuity Trust, u/a/d 1/3/95, fbo Bernice E. Lavin, Bernick's
mother ("Mrs. Lavin"), transferred 109,030, 109,030 and 109,030 Class B
shares to herself as trustee or co-trustee of the KSL Trust, SJL Trust
and CLB Trust, respectively.
On November 21, 1996, Bernick as trustee or co-trustee of the KSL
Trust, SJL Trust and CLB Trust acquired from the Leonard H. Lavin
Trust, u/a/d 12/18/87, fbo Mr. Lavin (the "December Trust"), 571, 571
and 571 Class B shares, respectively, at $47.9375 per share.
On September 24, 1996, Bernick as trustee or co-trustee of the CLB
Trust, KSL Trust and SJL Trust acquired from the December Trust 625,
356 and 356 Class B shares, respectively, at $43.6875 per share, .
Item 4. Purpose of Transaction.
Transfers of securities 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.
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CUSIP NO. 013068101 13D Page 4 of 5 Pages
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Item 5. Interest in Securities of the Issuer.
(a) (i) Amount Beneficially Owned: 1,979,058 shares total: 180,104 shares
directly; 523,064 shares held as co-trustee of the CLB Trust;
522,795 shares held as trustee of the SJL Trust; 522,795 shares held
as trustee of the KSL Trust; 50,000 shares as trustee of the Lavin
Survivorship Trust; 150,300 shares held as co-trustee of a trust for
Bernick's benefit; and 30,000 shares held by Lavin Family
Foundation, a charitable foundation of which Bernick is a Director
and Vice President.
(ii) Percentage of Class: 11.80% total: 1.07% directly;
3.12% as co-trustee of the CLB Trust; 3.12% as
trustee of the SJL Trust; 3.12% as trustee of the KSL
Trust; .3% as trustee of the Lavin Survivorship
Trust; .9% as co-trustee of a trust for Bernick's
benefit; and .2% as a Director and Vice President of
Lavin Family Foundation; based upon 16,766,240 Class
B shares outstanding as of January 23, 1997).
(b) Number of Shares as to Which Bernick Has:
(i) Sole power to vote: 1,275,694
(ii) Shared power to vote: 703,364(1)
(iii) Sole power to dispose: 1,275,694
(iv) Shared power to dispose 703,364(1)
(1) Bernick shares the power to vote and dispose of the shares in the CLB
Trust with Marshall E. Eisenberg. Bernick also shares the power to vote
and dispose of the 30,000 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, Mrs. Lavin and Mr. Eisenberg is presented below:
(i) Name of Person: (1) Leonard H. Lavin
(2) Bernice E. Lavin
(3) Marshall E. Eisenberg
(ii) Address: (1), (2) 2525 Armitage Avenue
Melrose Park, Illinois 60160
(3) Neal, Gerber & Eisenberg
Two North LaSalle St., Suite 2200
Chicago, IL 60602
(iii) Principal
Business: (1) Leonard H. Lavin, an individual, is a
Director and the Chairman of the
Company
(2) Bernice E. Lavin, an individual, is a
Director and the Vice Chairman,
Secretary and Treasurer of the Company
(3) Marshall E. Eisenberg is an attorney
and a partner at the law firm, Neal,
Gerber & Eisenberg, Chicago, Illinois
(iv) Prior Criminal
Convictions: None.
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CUSIP NO. 013068101 13D Page 5 of 5 Pages
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(v) Prior Civil
Proceedings With
Respect to Federal
or State Securities
Laws: None.
(vi) Place of
Organization: U.S. Citizen.
The foregoing does not reflect 50,100, 80,918 and 271,244 shares of
Class A Common Stock of the Company 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 300,000 shares
and 180,000 shares of Class A Common Stock held directly by Bernick's
spouse and 25,000 shares of Class A Common Stock held by the Howard and
Carol Bernick Family Foundation. 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: March 10, 1997
Signature: /s/ Carol L. Bernick
Name/Title: Carol L. Bernick, Individually, and
as trustee or co-trustee of various
trusts for her benefit or the benefit
of her siblings.
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