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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Alberto-Culver Company
-----------------------------------------------------
(Name of Issuer)
Class A Common Stock, par value $.22 per share
-----------------------------------------------------
(Title of Class of Securities)
013068200
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(CUSIP Number)
December 31, 1999
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[x] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*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 the
disclosures provided in a prior cover page.
The information required in 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).
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SCHEDULE 13G
CUSIP NO. PAGE 3 OF PAGES
---------- -- --
- -------------------------------------------------------------------------------
(1) NAMES OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
High Rock Capital LLC
- -------------------------------------------------------------------------------
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (A) [ ]
(B) [ ]
- -------------------------------------------------------------------------------
(3) SEC USE ONLY
- -------------------------------------------------------------------------------
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
- -------------------------------------------------------------------------------
(5) SOLE VOTING POWER
NUMBER OF 1,039,000
SHARES ---------------------------------------------------------
BENEFICIALLY (6) SHARED VOTING POWER
OWNED BY
EACH -0-
REPORTING ---------------------------------------------------------
PERSON WITH (7) SOLE DISPOSITIVE POWER
1,263,500
---------------------------------------------------------
(8) SHARED DISPOSITIVE POWER
-0-
- -------------------------------------------------------------------------------
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,305,000 shares (see Item 4(a) of attached Schedule)
- -------------------------------------------------------------------------------
(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* [ ]
- -------------------------------------------------------------------------------
(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.8%
- -------------------------------------------------------------------------------
(12) TYPE OF REPORTING PERSON*
IA
- -------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 3 of Pages
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SCHEDULE 13G
CUSIP NO. PAGE 4 OF PAGES
---------- -- --
- -------------------------------------------------------------------------------
(1) NAMES OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
High Rock Asset Management LLC
- -------------------------------------------------------------------------------
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (A) [ ]
(B) [ ]
- -------------------------------------------------------------------------------
(3) SEC USE ONLY
- -------------------------------------------------------------------------------
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
- -------------------------------------------------------------------------------
(5) SOLE VOTING POWER
NUMBER OF 41,500
SHARES ---------------------------------------------------------
BENEFICIALLY (6) SHARED VOTING POWER
OWNED BY
EACH -0-
REPORTING ---------------------------------------------------------
PERSON WITH (7) SOLE DISPOSITIVE POWER
41,500
---------------------------------------------------------
(8) SHARED DISPOSITIVE POWER
-0-
- -------------------------------------------------------------------------------
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,305,000 shares (see Item 4(a) of attached Schedule)
- -------------------------------------------------------------------------------
(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* [ ]
- -------------------------------------------------------------------------------
(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.8%
- -------------------------------------------------------------------------------
(12) TYPE OF REPORTING PERSON*
IA
- -------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 4 of Pages
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SCHEDULE 13G
Item 1(a). NAME OF ISSUER: Alberto-Culver Company
Item 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
2525 Armitage Avenue
Melrose Park, Illinois 60160
Item 2(a). NAMES OF PERSONS FILING: High Rock Capital LLC ("HRC") and
High Rock Management LLC ("HRAM")
Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE,
RESIDENCE: The address of the principal business office of
HRC and HRAM is 28 State Street, 18th Floor, Boston,
MA 02109
Item 2(c). CITIZENSHIP: Each of HRC and HRAM is a limited liability
company organized under the laws of the state of Delaware.
Item 2(d). TITLE OF CLASS OF SECURITIES: Class A Common Stock, par value
$.22
Item 2(e). CUSIP Number: 013068200
Item 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b), OR
13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:
(a) [_] Broker or dealer registered under Section 15 of the
Securities Exchange Act of 1934 (the "Act");
(b) [_] Bank as defined in Section 3(a)(6) of the Act;
(c) [_] Insurance company as defined in Section 3(a)(19) of the
Act;
(d) [_] Investment company registered under Section 8 of the
Investment Company Act of 1940;
(e) [X] An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E);
(f) [_] An employee benefit plan or endowment fund in accordance
with Rule 13d-1(b)(1)(ii)(F);
(g) [_] A parent holding company or control person in accordance
with Rule 13d-1(b)(1)(ii)(G);
(h) [_] A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act;
(i) [_] A church plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the
Investment Company Act;
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(j) [_] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c), check this
box. [_]
Item 4. OWNERSHIP.
(a) Amount Beneficially owned: Each of HRC and HRAM may be deemed
to beneficially own 1,305,000 shares as of December 31, 1999.
HRC was the record owner of 1,263,500 shares as of December 31,
1999. HRAM was the record owner of 41,500 shares as of December
31, 1999. (The shares held of record by HRC and HRAM are
referred to collectively herein as the "Record Shares.") By
virtue of their relationship as affiliated limited liability
companies with the same individual as President, each of HRC and
HRAM may be deemed to beneficially own all of the Record Shares.
Hence, each of HRC and HRAM may be deemed to beneficially own
1,305,000 shares as of December 31, 1999.
(b) Percent of Class: HRC: 5.6%; HRAM: 0.2%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
HRC: 1,039,600 shares
HRAM: 41,500 shares
(ii) shared power to vote or to direct the vote:
HRC: 0 shares
HRAM: 0 shares
(iii) sole power to dispose or to direct the disposition
of:
HRC: 1,263,500
HRAM: 41,500
(iv) shared power to dispose or to direct the disposition
of:
HRC: 0 shares
HRAM: 0 shares
Each of HRC and HRAM expressly disclaims beneficial ownership of any
shares of Alberto-Culver Company, except, in the case of HRC, for the
1,263,500 shares that it holds of record and, in the case of HRAM,
for the 41,500 shares that it holds of record.
Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
Not applicable.
Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
PERSON.
Not applicable.
Item 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY.
Not applicable.
Item 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not applicable.
Item 9. NOTICE OF DISSOLUTION OF GROUP.
Not applicable.
Item 10. CERTIFICATIONS.
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and are held
in the ordinary course of business and were not acquired and are not
held for the purpose of or with the effect of changing or influencing
the control of the issuer of the securities and were not acquired and
are not held in connection with or as a participant in any
transaction having that purpose or effect.
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SIGNATURES
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.
Dated: February 14, 2000
HIGH ROCK CAPITAL LLC
By: High Rock Capital LLC
By: /s/ David L. Diamond
--------------------------------------
David L. Diamond,
President
HIGH ROCK ASSET MANAGEMENT LLC
By: /s/ David L. Diamond
--------------------------------------
David L. Diamond,
President
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EXHIBIT 1
AGREEMENT
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the
undersigned hereby agree that only one statement containing the information
required by Schedule 13G need be filed with respect to the ownership by each of
the undersigned of shares of Common Stock of Alberto Culver Company.
This agreement may be executed in any number of counterparts, each of
which shall be deemed an original.
EXECUTED this 14th day of February, 2000.
HIGH ROCK CAPITAL LLC
By: High Rock Capital LLC
By: /s/ David L. Diamond
--------------------------------------
David L. Diamond,
President
HIGH ROCK ASSET MANAGEMENT LLC
By: /s/ David L. Diamond
--------------------------------------
David L. Diamond,
President
