SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2*)
Cache, Inc.
(Name of Issuer)
Common Stock, par value $.01 per share
(Title of Class of Securities)
127150-30-8
(CUSIP Number)
Jane Saul Berkey, c/o Cache, Inc., 1460 Broadway, New York, N.Y. 10036
Telephone (212) 840-4242
(Name, address and telephone number of person
authorized to receive notices and communications)
February 26,1996
(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 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 purposes 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 3 PAGES
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CUSIP No. 127150-30-8
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(1) NAME OF REPORTING PERSON: Jane Berkey
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON:
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
(a) [ ]
(b) [X]
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(3) SEC USE ONLY
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(4) SOURCE OF FUNDS**: AF, PF, OO
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(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e): N/A [ ]
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(6) CITIZENSHIP OR PLACE OF ORGANIZATION: United States
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NUMBER OF (7) SOLE VOTING POWER: 494,046
SHARES --------------------------------------------------------------
BENEFICIALLY (8) SHARED VOTING POWER: 0
OWNED BY --------------------------------------------------------------
EACH (9) SOLE DISPOSITIVE POWER: 494,046
REPORTING --------------------------------------------------------------
PERSON WITH (10) SHARED DISPOSITIVE POWER: 0
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(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON: 494,046
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(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
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(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11): 5.43%
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(14) TYPE OF REPORTING PERSON **: IN
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** SEE INSTRUCTIONS BEFORE FILLING OUT!
PAGE 2 OF 3 PAGES
<PAGE>
Item 1. Security and Issuer.
This statement constitutes Amendment No. 2 to the Schedule 13D dated
February 26, 1996 filed by Jane Berkey,as amended by Amendment No. 1 thereto,
with respect to the Common Stock, par value $ .01 per share (the "Common
Stock"), issued by Cache, Inc. ("Cache"), a Florida corporation, whose
principal executive offices are located at 1460 Broadway, New York, N.Y.
10036. Capitalized terms that are not defined herein shall have the meanings
set forth in the original Schedule 13D.
1. Item 3 of the Schedule 13D is corrected by amending and restating
Item 3 as follows:
Of the 494,046 shares of Common Stock beneficially owned by Jane
Berkey, the source and amount of funds for the acquisition of such shares are
as follows:
(i) 200,415 shares were acquired through the purchase of such
shares using personal funds;
(ii) 184,332 shares were acquired in exchange for the delivery of a
promissory note having a principal amount of $1 million
and bearing interest at an annual rate of five percent (5%)
to Joseph E. Saul, who is Jane Berkey's father and a
director of Cache (See Item 5 for disclaimer of group
membership). The promissory note is attached as Exhibit 1
to this Schedule 13D.
(iii) 44,299 shares were acquired directly as a gift, and
61,000 shares were acquired by Jane Berkey by using a cash
gift, in each case, received by Jane Berkey from her parents,
Joseph Saul and Norma Saul.
(iv) 4,000 shares were acquired on March 7, 1996 for $13,202.50.
The funds for the purchase were obtained through an
unsecured loan from Joseph Saul.
SIGNATURE
After reasonable inquiry and to the best of the undersigned's
knowledge and belief, the undersigned certifies that the information set forth
in this statement is true, complete and correct.
Dated: August 22, 1997
/s/ Jane Berkey
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Jane Berkey
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