- --------------------------------------------------------------------------------
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Fairmount Chemical Co., Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
305477 10 1
(Cusip Number)
Howard Leistner
130 Taylor Road, Tiburon, CA 94920-1061
(Name, Address and Telephone Number of Person Authorized to
Receive Notes and Communications)
April 9, 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 |_|.
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 13a-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 disclosures 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>
SCHEDULE 13D
- --------------------------------------------------------------------------------
CUSIP No. 78571 U 10 8 Page 2 of 4 Pages
------------ ------------- ---------------
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
1 NAME OR REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Howard Leistner S.S.N.: ###-##-####
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |_|
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS*
OO Inherited from estate of father, William E. Leistner except for
500 shares - PF
- --------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) |_|
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
The United States of America
- --------------------------------------------------------------------------------
7 Sole Voting Power 1,596,900
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
----------------------------------------------------------
8 Shared Voting Power 0
----------------------------------------------------------
9 Sole Dispositive Power 1,596,900
----------------------------------------------------------
10 Shared Dispositive Power 0
- --------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,596,900
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* |_|
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
19.25%
- --------------------------------------------------------------------------------
14 TYPE OF PERSON REPORTING*
IN (Shares are registered in an irrevocable grantor trust,
the Howard Leistner, Gilbert Leistner, and Hedi Mizrack
Irrevocable Trust) until no later than June 19, 2002;
Reporting person is trustee with sole power to vote and
sell shares.
- --------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION
<PAGE>
----------------------------------------------
Page 3 of 4 Pages
----------------------------------------------
Item 1. Security and Issuer.
This Schedule 13-D, dated April 20, 1998, filed by Howard Leistner, relates
to the common stock, par value of $1.00 per share (the "Fairmount Common
Stock"), of Fairmount Chemical Co., Inc., a New Jersey corporation (the "Issuer"
or "Fairmount"). The principal executive offices of the Issuer are located at
117 Blanchard Street, Newark, New Jersey 07105. All capitalized terms used
herein shall have the definitions set forth in the Schedule, except as may
otherwise be provided herein.
Item 2. Identity and Background.
This statement is being filed by Howard Leistner. His business address is 130
Taylor Road, Tiburon, California 94920-1061.
During the last five years, Mr. Leistner has never been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors), nor
has he been party to a civil proceeding of a judicial or administrative body of
competent jurisdiction as a result of which Mr. Leistner was or is subject to a
judgment, decree or final order enjoining future violations of, or prohibiting
or mandating activities subject to, federal or state securities laws or finding
any violation with respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration.
Mr. Leistner inherited his Common Stock from his father, William E.
Leistner, except for 500 shares purchased with personal funds.
<PAGE>
----------------------------------------------
Page 4 of 4 Pages
----------------------------------------------
Item 4. Purpose of Transaction.
N/A
Item 5. Interest in Securities of the Issuer.
As of April 9, 1998, Mr. Leistner is deemed to beneficially own 1,596,900
shares of Fairmount Common Stock (approximately 19.25% of the Fairmount Common
Stock outstanding). The percentage of Fairmount Common Stock outstanding is
calculated based upon information contained in the Company's 10-KSB, as filed
with the Commission on April 1, 1998 (File No.
1-4591).
Item 6. Contracts, Arrangements, Understandings or Relationship 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.
Dated: April 20, 1998
By: /s/ Howard Leistner
Name: Howard Leistner
