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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
JO-ANN STORES INC. - CLASS B
-----------------------------------------
(Name of Issuer)
COMMON STOCK
-----------------------------------------
(Title of Class of Securities)
47758P208
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(CUSIP Number)
Check the following box if a fee is being paid with this statement [ ].
(A fee is not required only if the filing 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
no amendment subsequent thereto reporting beneficial ownership of five
percent or less of such class.) (See Rule 13d-7.)
*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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CUSIP NO. 47758P208 13G
1 NAME OF REPORTING PERSON
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
STRONG SCHAFER CAPITAL MANAGEMENT, LLC. 22-3620167
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
NOT APPLICABLE (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE LIMITED LIABILITY COMPANY
5 SOLE VOTING POWER
459,500
NUMBER OF 6 SHARED VOTING POWER
SHARES
BENEFICIALLY 0
OWNED BY
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH 459,500
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
459,500
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES *
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.9%
12 TYPE OF REPORTING PERSON*
IA
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CUSIP NO. 47758P208 13G
1 NAME OF REPORTING PERSON
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
SCHAFER CAPITAL MANAGEMENT, INC. 13-3258094
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
NOT APPLICABLE (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE CORPORATION
5 SOLE VOTING POWER
577,000
NUMBER OF 6 SHARED VOTING POWER
SHARES
BENEFICIALLY 0
OWNED BY
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH 577,000
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
577,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES *
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.9%
12 TYPE OF REPORTING PERSON*
IA
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CUSIP NO. 47758P208 13G
1 NAME OF REPORTING PERSON
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
DAVID K. SCHAFER ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
NOT APPLICABLE (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
5 SOLE VOTING POWER
577,000
NUMBER OF 6 SHARED VOTING POWER
SHARES
BENEFICIALLY
OWNED BY 19,300
EACH
REPORTING
PERSON 7 SOLE DISPOSITIVE POWER
WITH
577,000
8 SHARED DISPOSITIVE POWER
19,300
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
576,300
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES *
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.1%
12 TYPE OF REPORTING PERSON*
IN
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CUSIP NO. 47758P208 13G
1 NAME OF REPORTING PERSON
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
SCHAFER CULLEN CAPITAL MANAGEMENT, INC. 13-3089070
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
NOT APPLICABLE (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
NEW YORK CORPORATION
5 SOLE VOTING POWER
19,300
NUMBER OF 6 SHARED VOTING POWER
SHARES
BENEFICIALLY 0
OWNED BY
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH 19,300
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
19,300
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES *
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
.2%
12 TYPE OF REPORTING PERSON*
IA
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ITEM 1 (a) NAME OF ISSUER: JO-ANN STORES INC. - CL B
ITEM 1 (b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
5555 Darrow Road
Hudson, OH 44236
ITEM 2 (a) NAME OF PERSONS FILING:
(1) Strong Schafer Capital Management, LLC
(2) Schafer Capital Management, Inc.
(3) David K. Schafer
(4) Schafer Cullen Capital Management, Inc.
Attached as Exhibit 1 is a copy of an agreement between the
persons filing (as specified above) that this Schedule 13G is
being filed on behalf of each of them.
ITEM 2 (b) ADDRESS OF PRINCIPAL BUSINESS OF EACH OF THE PERSONS SPECIFIED
IN 2(a) ABOVE:
(1) Strong Schafer Capital Management, LLC
101 Carnegie Center
Princeton, NJ 08540
(2) Schafer Capital Management, Inc.
101 Carnegie Center
Princeton, NJ 08540
(3) David K. Schafer
101 Carnegie Center
Princeton, NJ 08540
(4) Schafer Cullen Capital Management, Inc.
645 Fifth Avenue
New York, NY 10022
ITEM 2 (c) CITIZENSHIP OR PLACE OF ORGANIZATION:
(1) Strong Schafer Capital Management, LLC
Delaware Limited Liability Company
(2) Schafer Capital Management, Inc.
Delaware Corporation
(3) David K. Schafer
U.S.A.
(4) Schafer Cullen Capital Management, Inc.
New York Corporation
ITEM 2 (d) TITLE OF CLASS OF SECURITIES
Common Stock
ITEM 2 (e) CUSIP NUMBER: 47758P208
ITEM 3 THE PERSONS FILING THIS SCHEDULE 13G ARE:
Strong Schafer Capital Management, LLC (the "LLC") - Investment
Advisor registered under Section 203 of the Investment Advisors
Act of 1940.
Schafer Capital Management, Inc. - Investment Advisor
registered under Section 203 of the Investment Advisors Act of
1940, and sole managing member of the LLC.
David K. Schafer - President and sole shareholder of Schafer
Capital Management, Inc., and Chairman of the Board and
shareholder of Schafer Cullen Capital Management, Inc. (Mr.
Schafer is joining in this filing on Schedule 13G pursuant to
positions taken by the
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Staff of the SEC authorizing certain individuals in similar
situations to join in a filing with a controlled entity
eligible to file on 13G.)
Schafer Cullen Capital Management, Inc. - Investment Advisor
registered under Section 203 of the Investment Advisors Act of
1940. (Schafer Cullen Capital Management, Inc. is joining in
this filing on Schedule 13G as a result of the positions and
ownership held by Mr. Schafer.)
ITEM 4 OWNERSHIP
Reference is made to Items 5-11 on the cover sheets of this
Schedule 13G.
Strong Schafer Capital Management, LLC. has been granted
discretionary voting and dispositive power over its clients'
securities.
Schafer Capital Management, Inc. has also been granted
discretionary voting and dispositive power over its clients'
securities, and as sole managing member of the LLC has been
granted discretionary voting and dispositive power over the
securities of the client of the LLC. As such, Schafer Capital
Management, Inc. is reporting sole voting and dispositive
power over the same shares beneficially owned by the LLC.
Schafer Cullen Capital Management, Inc. has also been granted
discretionary voting and dispositive power over its clients'
securities. Schafer Cullen Capital Management, Inc. is
joining in this filing on Schedule 13G as a result of the
positions and ownership held by Mr. Schafer.
Mr. Schafer is joining in this schedule 13G and reporting sole
and dispositive power over the same shares beneficially owned
by the LLC and Schafer Capital Management, Inc. as a result of
his position with and ownership of Schafer Capital Management,
Inc. Mr. Schafer is also reporting shared voting and
dispositive power over the same shares beneficially owned by
Schafer Cullen Capital Management, Inc. as a result of his
position with and ownership of Schafer Cullen Capital
Management, Inc. The aggregate sole and shared security
positions are being reported as beneficially owned by Mr.
Schafer.
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
The ultimate power to direct the receipt of dividends paid
with respect to, and the proceeds from the sale of, such
securities, is vested in the individual and institutional
clients for which the LLC, Schafer Capital Management, Inc.
and Schafer Cullen Capital Management, Inc., serve as
investment advisor.
Not more than 5% of the class of such securities is owned by
any one of such clients subject to the investment advice of
the LLC, Schafer Capital Management, Inc. or Schafer Cullen
Capital Management, Inc.
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.
Strong Schafer Capital Management, LLC., a Delaware Limited
Liability Company, is an investment advisor registered under
Section 203 of the Investment Advisors Act of 1940.
Schafer Capital Management, Inc., a Delaware Corporation, is
an investment advisor registered under Section 203 of the
Investment Advisors Act of 1940 and is the sole managing
member of the LLC. As such Schafer Capital Management, Inc.
is reporting beneficial ownership of the same securities
beneficially owned by the LLC.
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Mr. Schafer is President and sole shareholder of Schafer
Capital Management, Inc. Mr. Schafer is joining in this
schedule 13G and reporting beneficial ownership of the same
securities beneficially owned by the LLC and Schafer Capital
Management, Inc., as a result of his position with and
ownership of Schafer Capital Management, Inc.
Mr. Schafer is also Chairman of the Board and a shareholder of
Schafer Cullen Capital Management, Inc. Schafer Cullen
Capital Management, Inc. could be deemed to have shared voting
or investment power with Mr. Schafer as a result of Mr.
Schafer's position and ownership. Neither the filing of this
Schedule 13G nor any information contained herein shall be
construed as an admission by Mr. Schafer of his control or
power to influence control of Schafer Cullen Capital
Management, Inc.
ITEM 9 NOTICE OF DISSOLUTION OF GROUP
Not Applicable.
ITEM 10 CERTIFICATION
By signing below, the undersigned hereby certifies that to the
best of his knowledge and belief, the securities referred to
above were acquired in the ordinary course of business and
were not acquired for the purpose of and do not have the
effect of changing or influencing the control of the issuer of
such securities and were not acquired in connection with or as
a participant in any transaction having such 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.
Strong Schafer Capital Management, LLC
By: SCHAFER CAPITAL MANAGEMENT, INC.
/s/ BRENDAN J. SPILLANE
Secretary and Treasurer
February 15, 1999
Schafer Capital Management, Inc.
/s/ BRENDAN J. SPILLANE
By: Brendan J. Spillane
Secretary and Treasurer
February 15, 1999
Schafer Cullen Capital Management, Inc.
/s/ BRENDAN J. SPILLANE
By: Brendan J. Spillane
Secretary and Treasurer
February 15, 1999
David K. Schafer
/s/ BRENDAN J. SPILLANE
By: Brendan J. Spillane
Attorney-in-Fact
February 15, 1999
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EXHIBIT 1
JOINT FILING AGREEMENT
Pursuant to Rule 13d-1(f)(1) of the Securities Exchange Act of 1934, each of
the parties to this Joint Filing Agreement (the "Agreement") agrees that the
statement on Schedule 13G with respect to the Common Shares issues by
Jo-Ann Stores Inc. CL B to which this Agreement is attached as an Exhibit, is
filed on behalf of each such party and that any amendments to the attached
Schedule 13G will likewise be filed on behalf of each such party.
Strong Schafer Capital Management, LLC
By: SCHAFER CAPITAL MANAGEMENT, INC.
/s/ BRENDAN J. SPILLANE
Secretary and Treasurer
Schafer Capital Management, Inc.
/s/ BRENDAN J. SPILLANE
By: Brendan J. Spillane
Secretary and Treasurer
Schafer Cullen Capital Management, Inc.
/s/ BRENDAN J. SPILLANE
By: Brendan J. Spillane
Secretary and Treasurer
David K. Schafer
/s/ BRENDAN J. SPILLANE
By: Brendan J. Spillane
Attorney-in-Fact