SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Final Amendment)*
NAME OF ISSUER: NATURADE, INC.
TITLE OF CLASS OF SECURITIES: Common Stock
CUSIP NUMBER: 638910307000
NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON AUTHORIZED TO
RECEIVE NOTICES AND COMMUNICATIONS:
Natalie I. Koether, Esq., Rosenman & Colin
211 Pennbrook Road, P. O. Box 97
Far Hills, New Jersey 07931 (908) 766-4101
DATE OF EVENT WHICH REQUIRES FILING: March 27, 1998
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: ________
Check the following 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 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
disclosures provided in a prior cover page.
The information required on the remainder of this cover 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).
(Continued on following pages)
<PAGE>
CUSIP NO.: 638910307000
1. NAME OF REPORTING PERSON: Pure World, Inc.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
(a) (b) XX
3. [SEC USE ONLY]
4. SOURCE OF FUNDS: WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e): YES NO XX
6. CITIZENSHIP OR PLACE OF ORGANIZATION: Delaware
7. SOLE VOTING POWER: 232,806
8. SHARED VOTING POWER:
9. SOLE DISPOSITIVE POWER: 232,806
10. SHARED DISPOSITIVE POWER:
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON: 232,806
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES: YES NO XX
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 4.40%
14. TYPE OF REPORTING PERSON: CO
<PAGE>
Item 1. SECURITY AND ISSUER
This Final Amendment relates to the Schedule 13D filed on December 13, 1996
in connection with the ownership by Pure World, Inc. ("Pure World") of shares of
common stock, par value $.0001 per share ("Shares"), and Class B Warrants
("Warrants"), of Naturade, Inc., a Delaware corporation ("Naturade"). The
capitalized terms used in this Amendment, unless otherwise defined, shall have
the same meaning as in the original Schedule 13D.
Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Since the date of the last filing, Pure World has acquired an additional
1,000 Shares at an aggregate purchase price of $4,810.00 and has sold 62,193
Shares for $254,484.96. Pure World also exercised 999 Warrants for an aggregate
exercise price of $2,997.00. Amounts include brokerage commissions, if any. Pure
World purchased the Shares and exercised the Warrants with its working capital.
Item 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) As of the close of business on March 31, 1998, Pure World beneficially
owned 232,806 Shares representing 4.40% of the 5,291,445 Shares reported as
outstanding in the Company's Form 10-Q for the period ended December 31, 1997.
<PAGE>
(b) The information presented in Items 7 through 10 of the cover sheet to
this Amendment are incorporated herein by reference.
(c) Exhibit C annexed hereto sets forth all transactions in Shares effected
by Pure World in the sixty days preceding the date of this Statement, the dates
of such transactions, and the per Share purchase or sales price. The
transactions reported herein, unless otherwise indicated, were open market
transactions effected in the over-the-counter market.
Item 7. MATERIAL TO BE FILED AS EXHIBITS.
Exhibit C - Transactions in Shares for the past 60 days not
previously reported
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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 1, 1998
PURE WORLD, INC.
By:/s/ John W. Galuchie, Jr.
--------------------------------
John W. Galuchie, Jr.
Executive Vice President
<PAGE>
EXHIBIT C
Transactions in Shares for the Past 60 Days Not Previously Reported
<TABLE>
<CAPTION>
NUMBER OF PRICE
DATE SHARES PURCHASED PER SHARE*
- -------- --------------------- ---------------
<S> <C> <C>
11/24/97 1,000 $4.75
</TABLE>
<TABLE>
<CAPTION>
NUMBER OF PRICE
DATE SHARES SOLD PER SHARE*
- -------- -------------------- ---------------
<S> <C> <C>
03/10/98 5,000 $4.00
03/16/98 5,000 3.9375
03/17/98 3,000 3.875
03/18/98 5,000 3.875
03/26/98 10,000 3.9375
03/27/98 1,694 3.875
03/30/98 5,000 4.00
03/31/98 2,000 4.08
* Exclusive of brokerage commissions.
</TABLE>