DREYERS GRAND ICE CREAM INC
SC 13G/A, 1995-02-14
ICE CREAM & FROZEN DESSERTS
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<TABLE>
<S>                                                                        <C>                           
                                                                                     OMB APPROVAL        
                                 UNITED STATES                             OMB number:          3235-0145
                       SECURITIES AND EXCHANGE COMMISSION                  Expires:      October 31, 1994
                            WASHINGTON, D.C.  20549                        Estimated average burden      
                                                                           hours per response . . . 14.90
                                                                                                         
                                  SCHEDULE 13G

                   UNDER THE SECURITIES EXCHANGE ACT OF 1934

                              (AMENDMENT NO. 11)*



                         Dreyer's Grand Ice Cream, Inc.
                         ------------------------------
                                (Name of Issuer)

                         Common Stock, $1.00 Par Value
                         ------------------------------
                         (Title of Class of Securities)

                                  261878-10-2
                                 --------------
                                 (CUSIP Number)
</TABLE>

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).





SEC 1745 (2/92)                  Page 1 of 5 pages
<PAGE>   2
CUSIP No. 261878-10-2                    13G                Page 2 OF 5 PAGES


       NAME OF REPORTING PERSON
   1   S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
       T. GARY ROGERS, individually and as Co-trustee of his family trusts, 
       the Rogers Revocable Trust dated December 31, 1981 and the Four Rogers
       Trust dated December 23, 1986.

       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
       California

                                   SOLE VOTING POWER
                              5
         NUMBER OF                 40,112*

          SHARES           --------------------------------------------------
                                   SHARED VOTING POWER
       BENEFICIALLY           6
                                   1,685,350
         OWNED BY
                           --------------------------------------------------
           EACH                    SOLE DISPOSITIVE POWER
                              7
         REPORTING                 40,112*

          PERSON           --------------------------------------------------
                                   SHARED DISPOSITIVE POWER
           WITH               8
                                   1,685,350

       AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   9
       1,725,462

       CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
  10


       PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
  11
       11.98%

       TYPE OF REPORTING PERSON*
  12
       IN


                      *SEE INSTRUCTION BEFORE FILLING OUT!

*  As of March 1, 1995, Mr. Rogers has the right to acquire this number of
   shares pursuant to the Issuer's stock option plans.





                               Page 2 of 5 pages
<PAGE>   3
CUSIP No. 261878-10-2                    13G                Page 3 OF 5 PAGES


       NAME OF REPORTING PERSON
   1   S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
       KATHLEEN T. ROGERS, individually and as Co-trustee of her family trusts,
       the Rogers Revocable Trust dated December 31, 1981 and the Four Rogers
       Trust dated December 23, 1986.

       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
       California

                                   SOLE VOTING POWER
                              5
         NUMBER OF                 -0-

          SHARES           --------------------------------------------------
                                   SHARED VOTING POWER
       BENEFICIALLY           6
                                   1,685,350
         OWNED BY
                           --------------------------------------------------
           EACH                    SOLE DISPOSITIVE POWER
                              7
         REPORTING                 -0-

          PERSON           --------------------------------------------------
                                   SHARED DISPOSITIVE POWER
           WITH               8
                                   1,685,350

       AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   9
       1,685,350    

       CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
  10 


       PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
  11
       11.73%

       TYPE OF REPORTING PERSON*
  12
       IN


                      *SEE INSTRUCTION BEFORE FILLING OUT!





                               Page 3 of 5 pages
<PAGE>   4
T. GARY ROGERS AND KATHLEEN T. ROGERS
CUSIP NO. 261878-10-2

                                  SCHEDULE 13G


Item 1(a).   Name of Issuer: Dreyer's Grand Ice Cream, Inc.

Item 1(b).   Address of Issuer's Principal Executive Offices:

                   5929 College Avenue
                   Oakland, California  94618

Item 2(a).   Name of Person Filing:   T. Gary Rogers and his
                                      wife, Kathleen T. Rogers

Item 2(b).   Address of Principal Business Office:

                   5929 College Avenue
                   Oakland, California  94618

Item 2(c).   Citizenship: United States - California

Item 2(d).   Title of Class of Securities:   Common Stock, $1.00
                                             Par Value

Item 2(e).   CUSIP Number: 261878-10-2

Item 3.      Not applicable.

Item 4.      Ownership:

             (a)   Amount Beneficially Owned as of December 31, 1994: 1,725,462

             (b)   Percent of Class:  11.98%

             (c)   Number of shares as to which such person has:

                   (i)   Sole power to vote or to direct the vote:  40,112**
                   (ii)  Shared power to vote or to direct the vote:  1,685,350*
                   (iii) Sole power to dispose or to direct the disposition of:
                         40,112**
                   (iv)  Shared power to dispose or to direct the disposition
                         of:  1,685,350*

             *     These shares are held directly by Mr. Rogers and his wife,
                   Kathleen T. Rogers, as Co-trustees of family trusts.
             **    As of March 1, 1995, Mr. Rogers has the right to acquire this
                   number of shares pursuant to the Issuer's stock option
                   plans.





                                  Page 4 of 5
<PAGE>   5
T. GARY ROGERS AND KATHLEEN T. ROGERS
CUSIP NO. 261878-10-2

                                  SCHEDULE 13G


Item 5.      Ownership of Five Percent or Less of Class:  Not applicable.

Item 6.      Ownership of More than Five Percent on Behalf of Another Person:
             1,585,350 and 100,000 of the shares reported herein are held by
             Mr. Rogers and his wife as Co-trustees of the Rogers Revocable 
             Trust and the Four Rogers Trust, respectively.

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 Member of the Group:  Not
             applicable.

Item 9.      Notice of Dissolution of Group:  Not applicable.

Item 10.     Certification:  Not applicable.

             Signature.

                   After reasonable inquiry and to the best of our knowledge
             and belief, we certify that the information set forth in this
             statement is true, complete and correct.

             Date: February 8, 1995.




                           /s/  T. Gary Rogers
                         -----------------------------------
                         T. Gary Rogers, individually and as 
                         Co-trustee of the Rogers Revocable 
                         Trust and the Four Rogers Trust


                         
                           /s/  Kathleen T. Rogers
                         ------------------------------------
                         Kathleen T. Rogers, individually and
                         as Co-trustee of the Rogers Revocable
                         Trust and the Four Rogers Trust





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