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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. 1 )*
-----
Farah, Inc.
-------------------------------------------------------------
(Name of Issuer)
Common Stock
---------------------------------------------------
(Title of Class of Securities)
307387100
-----------------------------------------
(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 filed 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).
Page 1 of 11 Pages
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- ----------------------- ---------------------
CUSIP NO. 30787100 13G PAGE 2 OF 11 PAGES
- ----------------------- ---------------------
- ------------------------------------------------------------------------------
NAME OF REPORTING PERSON
1 I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Strome Susskind Investment Management, L.P.
95-4450882
- ------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
- ------------------------------------------------------------------------------
SEC USE ONLY
3
- ------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
4
Delaware
- ------------------------------------------------------------------------------
SOLE VOTING POWER
5
NUMBER OF
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 6
0
OWNED BY
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
7
REPORTING
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 8
0
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9
0
- ------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
10
[_]
- ------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11
0.0%
- ------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
12
PN, IA
- ------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
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CUSIP NO. 307387100 13G PAGE 3 OF 11 PAGES
- ----------------------- ---------------------
- ------------------------------------------------------------------------------
NAME OF REPORTING PERSON
1 I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
SSCO, Inc.
95-4450883
- ------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
- ------------------------------------------------------------------------------
SEC USE ONLY
3
- ------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
4
Delaware
- ------------------------------------------------------------------------------
SOLE VOTING POWER
5
NUMBER OF
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 6
0
OWNED BY
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
7
REPORTING
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 8
0
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9
0
- ------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
10
[_]
- ------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11
0.0%
- ------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
12
CO, HC
- ------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
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- ----------------------- ---------------------
CUSIP NO. 307387100 13G PAGE 4 OF 11 PAGES
- ----------------------- ---------------------
- ------------------------------------------------------------------------------
NAME OF REPORTING PERSON
1 I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Mark E. Strome
###-##-####
- ------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
- ------------------------------------------------------------------------------
SEC USE ONLY
3
- ------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
4
United States
- ------------------------------------------------------------------------------
SOLE VOTING POWER
5
NUMBER OF
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 6
0
OWNED BY
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
7
REPORTING
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 8
0
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9
0
- ------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
10
[_]
- ------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11
0.0%
- ------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
12
IN, HC
- ------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 5 of 11
This Amendment No. 1 to Schedule 13G relates to shares of the Common Stock,
no par value (the "Shares"), of Farah Incorporated (the "Issuer"). This
Amendment No. 1 supplementally amends the initial statement on Schedule 13G
dated February 13, 1997, filed by the Reporting Persons (the "Initial
Statement"). This Amendment No. 1 is being filed by the Reporting Persons to
report that the Entities (as defined in the Schedule 13G) have disposed of all
of their Shares held for their accounts and, as such, the Reporting Persons may
no longer be deemed the beneficial owners of five percent or more of the
outstanding Shares of the Issuer. Capitalized terms used but not defined herein
shall have the meanings ascribed to them in the Initial Statement. The Initial
Statement is supplementally amended as follows.
Item 2 (a) Name of Person Filing: This statement is being filed by:
a. Strome-Susskind Investment Management, L.P. ("SSIM")
b. SSCO, Inc. ("SSCO"); and
c. Mark E. Strome ("Strome")
collectively the "Reporting Persons".
SSIM is a Delaware limited partnership and a registered investment
adviser. SSIM is the sole general partner of and investment adviser
to two investment limited partnerships that directly owned shares of
common stock of Farah, Inc. (the "Stock"). SSIM is also the
investment adviser to one offshore investment corporation that
directly owned shares of the Stock.
SSCO is the sole general partner of SSIM. The Mark E. Strome Living
Trust, dated 01/16/97 (the "Trust") is the controlling shareholder
of SSCO. Mark E. Strome is the settler and a trustee of the Trust.
SSIM's beneficial ownership of the Stock was direct because of its
general partnership interests in the investment limited partnerships
that directly owned shares of the Stock. SSIM also had direct
beneficial ownership of the Stock as a result of its discretionary
authority to buy, sell and vote shares of such Stock for its
investment advisory clients (i.e., the investment limited
partnerships and the investment corporation (collectively referred
to hereinafter as the "Entities")). SSCO's and Strome's beneficial
ownership were indirect as a result of their ownership of SSIM, and
was reported solely because Rule 13d-1(a) and (b) promulgated under
the Securities Exchange Act of 1934, as amended, requires any person
who is "directly or indirectly" the beneficial owner of more than
five percent of any equity security of a specific class to file a
Schedule 13G within the specific time period. The answers on blocks
6, 8, 9 and 11 on pages 3 and 4 above and in response to item 4 by
SSCO and Strome are given on the basis of the
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Page 6 of 11
"indirect" beneficial ownership referred to in such Rule, based on
the direct beneficial ownership of the Stock by SSIM and the
relationship of SSCO and Strome to SSIM.
Information with respect to each Reporting Person is given solely by
the respective Reporting Person, and no Reporting Person undertakes
hereby any responsibility for the accuracy or completeness of such
information concerning any other Reporting Person.
Item 4. Ownership:
Ownership as of December 31, 1997 is incorporated by reference to
Blocks 5 through 9 and block 11 on pages 2 through 4 above.
Item 5. Ownership of Five Percent or Less of a Class:
If this statement is being filed to report the fact that as of the
date hereof, the reporting person[s] ha[ve] ceased to be the
beneficial owner[s] of more than five percent of the class of
securities, check the following [X].
The Reporting Persons have ceased to be the beneficial owners of
more than five percent of the Shares.
Item 6. Ownership of More than Five Percent on Behalf of Another Person:
Not Applicable
Item 10. Certification:
By signing below I certify that, to the best of my 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 purposes or
effect.
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Page 7 of 11
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.
/s/ Jeffery S. Lambert
--------------------------------
Mark E. Strome
STROME SUSSKIND INVESTMENT MANAGEMENT, L.P.
By SSCO, Inc., its General Partner
By: /s/ Jeffery S. Lambert
----------------------------------------
Jeffrey S. Lambert, Chief Financial Officer
SSCO, INC.
By: /s/ Jeffery S. Lambert
-------------------------------------------
Jeffrey S. Lambert, Chief Financial Officer
Date: 02/11/98
---------------------------
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Page 8 of 11
EXHIBITS
EXHIBIT A Power of Attorney Granted by Mark E. Strome
EXHIBIT B Statement With Respect to Joint Filing of Schedule 13G
EXHIBIT C Identification and Classification of Subsidiary Which Acquired
Security Being Reported On By the Parent Holding Company
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Page 9 of 11
Exhibit A
POWER OF ATTORNEY FORMS FOR
SCHEDULES 13D AND 13G AND FORM 13F
I, Mark E. Strome in my individual capacity and as a principal of Strome
Susskind Investment Management, L.P., hereby appoint Jeffrey S. Lambert as
attorney-in-fact and agent, in all capacities, to execute, on my behalf and on
behalf of Strome Susskind Investment Management, L.P. and to file with the
appropriate issuers, exchanges and regulatory authorities, any and all Schedules
13D and 13G and Forms 13F and documents relating thereto required to be filed
under the Securities Exchange Act of 1934, including exhibits, attachments and
amendments thereto and request for confidential information contained therein. I
hereby grant to said attorney-in-fact full authority to do every act necessary
to be done in order to effectuate the same as fully, to all intents and
purposes, as I could if personally present, thereby ratifying all that said
attorneys-in-fact and agents may lawfully do or cause to be done by virtue
hereof.
I hereby execute this Power of Attorney as of this 12th day of August,
1994.
/s/ Mark E. Strome
------------------------------
Mark E. Strome
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10 of 11
Exhibit B
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(f) (1)
----------------------------------------------------
This agreement is made pursuant to Rule 13d-1(f)(1) under the Securities
Exchange Act of 1934, as amended (the "Act") by and among the parties listed
below, each referred to herein as a "Joint Filer." The Joint Filers agree that
a statement of beneficial ownership as required by Section 13(d) of the Act and
the Rules thereunder may be filed on each of their behalf on Schedule 13D or
Schedule 13G, as appropriate, and that said joint filing may thereafter be
amended by further joint filings. The Joint Filers states that they each
satisfy the requirements for making a joint filing under Rule 13d-1.
Dated: February 2, 1998
/s/ Jeffery S. Lambert
- ---------------------------------
Mark E. Strome
STROME SUSSKIND INVESTMENT MANAGEMENT, L.P.
By SSCO, Inc., its General Partner
By: /s/ Jeffery S. Lambert
----------------------------------
Jeffrey S. Lambert, Chief Financial Officer
SSCO, INC.
By: /s/ Jeffery S. Lambert
----------------------------------
Jeffrey S. Lambert, Chief Financial Officer
<PAGE>
Page 11 of 11
Exhibit C
Identification and Classification of Subsidiary Which
Acquired Security Being Reported On By the Parent Holding Company
SSIM, a registered investment adviser, acquired "beneficial ownership" of the
securities being reported on as a result of its discretionary authority to
acquire, dispose and (with respect to certain of such securities) vote the
securities being reported on. Under a series of SEC no-action letters,
including the letter issued to Warren Buffet and Berkshire Hathaway, Inc.
(available December 18, 1987), SSCO and Strome are each considered the
equivalent of a parent holding company of SSIM and are therefore eligible to
report their indirect beneficial ownership in such shares on Schedule 13G.
