SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D
Under the Securities Exchange Act of 1934
(Amendment No. 7 )*
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)
February 21, 1998
(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 .
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).
Page 1 of 5 Pages
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CUSIP NO. 013068101 13D Page 2 of 5 Pages
1 NAME OF REPORTING PERSON
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 IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S. Citizen
7 SOLE VOTING POWER
NUMBER
OF SHARES 3,614,392
BENEFICIALLY
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING 2,216,191
PERSON
WITH 9 SOLE DISPOSITIVE POWER
3,614,392
10 SHARED DISPOSITIVE POWER
2,216,191
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,830,583
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES *
Excluded are 600,000 Class B shares held directly by Bernick's
spouse; 43,960 Class B shares held by Bernick's spouse as co-trustee
of a trust for the benefit of Mr. and Mrs. Bernick's children; and
11,121 Class B shares held by Bernick's spouse as a participant in
the Alberto-Culver Employees Profit Sharing Plan.
Bernick disclaims beneficial ownership of such shares.
X
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11).
17.39%
14 TYPE OF REPORTING PERSON *
IN
* SEE INSTRUCTIONS BEFORE FILLING OUT
<PAGE>
USIP NO. 013068101 13D Page 3 of 5 Pages
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: c/o 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 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 February 21, 1998, Bernick, as co-trustee of the LHL February 1996 Grantor
Annuity Trust, u/a/d 2/21/96, fbo Leonard H. Lavin, Bernick's father
("Mr. Lavin"), transferred 264,307, 264,306, and 264,307 Class B shares to
herself as co-trustee of each of the KSL Grantor Annuity Trust, u/a/d 9/15/93,
fbo Bernick's sister (the "KSL Trust"), the SJL Grantor Annuity Trust, u/a/d
9/15/93, fbo Bernick's brother (the "SJL Trust"), and the CLB Grantor Annuity
Trust, u/a/d 9/15/93, fbo Bernick (the "CLB Trust"), respectively. Also, on
February 21, 1998, Bernick, as co-trustee of the BEL February 1996 Grantor
Annuity Trust, u/a/d 2/21/96, fbo Bernice E. Lavin, Bernick's mother
("Mrs. Lavin"), transferred 264,307, 264,307, and 264,306 Class B shares to
herself as co-trustee of each of the KSL Trust, SJL Trust and CLB Trust,
respectively.
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.
<PAGE>
USIP NO. 013068101 13D Page 4 of 5 Pages
Item 5. Interest in Securities of the Issuer.
(a)(i)Amount of Class B Shares Beneficially Owned: 5,830,583 shares total:
316,248 shares directly; 1,595,591 shares held as co-trustee of the CLB
Trust; 1,595,053 shares held as co-trustee of the SJL Trust; 1,595,054
shares held as co-trustee of the KSL Trust; 100,000 shares as trustee of
the Lavin Survivorship Trust;300,600 shares held as co-trustee of a trust
for Bernick's benefit; 320,000 shares held by Lavin Family Foundation (a
charitable foundation of which Bernick is a Director and Vice President);
and 8,037 shares held as a participant in the Alberto-Culver Employees'
Profit Sharing Plan.
(ii)Percentage of Class B Shares Beneficially Owned: 17.39% total: .94%
directly; 4.76% as co-trustee of the CLB Trust;4.76% as co-trustee of the
SJL Trust; 4.76% as co-trustee of the KSL Trust; .30% as trustee of the
Lavin Survivorship Trust; .90% as co-trustee of a trust for Bernick's
benefit; .95% as a Director and Vice President of Lavin Family Foundation
and .02% as a participant in the Alberto-Culver Employees' Profit Sharing
Plan (based upon 33,532,480 Class B shares outstanding as of February 2,
1998).
(b) Number of Class B Shares as to Which Bernick Has:
(i) Sole power to vote: 3,614,392
(ii) Shared power to vote: 2,216,191(1)
(iii) Sole power to dispose: 3,614,392
(iv) Shared power to dispose: 2,216,191(1)
(1) Bernick shares the power to vote and dispose of the 1,595,591 shares in the
CLB Trust with Marshall E. Eisenberg. Bernick also shares the power to vote
and dispose of the 320,000 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 300,600 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, Illinois 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, an individual, is an
attorney and a partner at the law firm,
Neal, Gerber & Eisenberg, Chicago, Illinois
<PAGE>
USIP NO. 013068101 13D Page 5 of 5 Pages
(iv) Prior Criminal
Convictions: None.
(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 100,200, 207,280 (includes options, which are
immediately exercisable, to purchase 37,000 Class A shares) and 527,888 shares
of Class A Common Stock of the Company ("Class A shares") owned by Bernick and
Mrs. Lavin as co-trustees of a trust for Bernick's benefit, Bernick
individually, and the Lavin Family Foundation, respectively. Also excluded are
600,000 Class B shares and 540,000 Class A shares held directly by Bernick's
spouse; 45,000 Class A shares held by the Howard and Carol Bernick Family
Foundation; 43,960 Class B shares held by Bernick's spouse as co-trustee of a
trust for the benefit of Mr. and Mrs. Bernick's children; and 11,121 Class B
shares held by Bernick's spouse as a participant in the Alberto-Culver
Employees' Profit Sharing Plan. Bernick disclaims beneficial ownership of the
shares held by her spouse and they are not included above.
(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: February 24, 1998
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.
